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Nossaman LLP

Brian G. Papernik


T 213.612.7858
F 213.612.7801
777 South Figueroa Street, 34th Floor
Los Angeles, CA 90017

With 20 years of experience, Brian Papernik guides clients through innovative infrastructure project delivery and financing approaches for the country’s largest transportation improvements.  His background includes structuring public-private partnerships (P3s); design-build, design-build-finance and pre-development agreements; and rail, tolling and managed-lanes programs.

Public agencies seek Mr. Papernik’s advice in all aspects of project development including strategic planning, risk assessment, procurement, contract drafting, negotiation, administration and claims resolution.

Mr. Papernik has pioneered innovative procurement methodologies adopted by states and agencies across the country.  The design-build program models he developed for the Minnesota and Utah Departments of Transportation have served as a template for many other entities.  He also helped create P3 contract guidelines for the Texas, Oregon and Georgia DOTs.

Representative Work

  • City of Los Angeles, Los Angeles World Airports – Landside Access Modernization Program at LAX.  Key member of the legal team advising on a $5 billion program to improve access into and out of the second largest airport in the United States by developing the world’s largest consolidated rental car center (ConRAC), an elevated 2.5-mile automated people mover (APM) system, intermodal transportation facilities and a joint station with LA Metro’s Crenshaw Light Rail Line.  Nossaman is assisting the City in its procurement of multiple contracts for the program, including separate availability payment P3 agreements for the $2.2 billion APM and $1.1 billion ConRAC elements.
  • California High-Speed Rail Authority – Fresno-to-Bakersfield Segment.  Leader of the legal team advising on key elements of the first phase of a planned 800-mile, $68 billion high-speed train system connecting the state’s major urban centers.  Among many assignments, Nossaman has assisted in drafting procurement and contract documents and overseeing the award of a nearly $1 billion design-build contract to a Tutor Perini/Zachry/Parsons joint venture for the first 29-mile civil works section between Madera and Fresno, as well as a $1.37 billion design-build agreement with a Dragados/Flatiron consortium to develop the next 60-mile civil works segment south of Fresno – both at prices well under engineer’s estimates. Nossaman also has advised the Authority regarding procurement of trainsets and the feasibility of using a P3 approach to project delivery.  We have assisted the agency on a wide range of other legal issues, including Surface Transportation Board approvals for the project and state and federal environmental permitting.  Mr. Papernik’s role includes assisting the Authority with institutional arrangements, risk analysis, procurement plan, financing options and contract administration.
  • Metro Gold Line Construction Authority – Metro Gold Line.  Co-leader of the legal team advising 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 APU/Citrus College Station in Azusa.  Nossaman is 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.  Mr. Papernik advised the Authority on design-build procurements and contracts for Phase 2A including an agreement with Skanska USA to develop an $18 million “freeway structure” bridge; a $486 million alignment contract with a Kiewit/Parsons joint venture; and a $49 million agreement with Webcor Builders for a parking structure.  He oversaw risk allocation analysis, prepared procurement and contract documents and assisted in the award process and in contract administration.  He is also advising the Authority on Phase 2B of the rail project, which will extend the system further east into Montclair. Contracts include a recently awarded utility relocation contract and a design-build contract for the alignment, currently in procurement, with an estimated value of $700 million.  Construction of Phase 2B is expected to begin in 2019 and be completed in 2026.  In 2016, the Gold Line project won “Outstanding Rail Project of the Year” from the American Society of Civil Engineers, Metropolitan Los Angeles Branch; the “Sustainability Excellence Distinction Award” and “Exceptional Project Achievement Award” from the Western Council of Construction Consumers; and the “Excellence in Dispute Avoidance & Resolution Award” from the Dispute Resolution Board Foundation.  Also in 2016, the Gold Line freeway structure bridge was honored as one of ArchDaily’s “Top 100 Architecture Projects.”
  • Massachusetts Bay Transportation Authority – Green Line Extension Project.  Key member of the legal team advising on $2-3 billion 5-mile extensions of the Green Line light rail service from a relocated Lechmere Station in East Cambridge to Union Square in Somerville and College Avenue in Medford.  The transportation agency has retained the Firm to examine the deployed construction manager/general contractor (CM/GC) delivery method, consider alternatives and make recommendations on the optimal delivery method going forward.  The agency terminated several of its existing contracts in December 2015 and is considering its options for the project.
  • Utah Department of Transportation – I-15 CORE.  Leader of the legal team that advised on procurement of a $1.1 billion design-build contract for a project to alleviate severe traffic on a 24-mile stretch of the I-15 in the Salt Lake City area.  Known as the Utah County I-15 Corridor Expansion, the project added two travel lanes in each direction and rebuilt or replaced 63 bridges and 10 freeway interchanges.  It also replaced the existing roadway from Lehi to Spanish Fork with 40-year concrete pavement without reducing the number of lanes during the work.  Construction on the project – the fastest public highway upgrade of its size in U.S. history – began in April 2010 and wrapped up in December 2012, two years ahead of schedule and $260 million under budget.  Mr. Papernik assisted the Department with procurement and contract documents relating to an agreement with a Fluor-led joint venture to develop the project.  He also helped implement the evaluation process and administer the agreement.  The roadway transformation won numerous honors including the DBIA National Design-Build award and the AASHTO America’s Transportation Awards Grand Prize, both in 2013.
  • Utah Department of Transportation – I-15 POINT.  Leader of the legal team advising on this major highway upgrade to I-15.  The I-15 POINT project widens the interstate over the Point of the Mountain from Lehi to Draper, expanding it from four to six lanes in each direction on the seven-mile stretch between SR 92 in Lehi and 12300 South in Draper, and replacing pavement with 40-year concrete and rebuilding two bridges.  Mr. Papernik headed the team’s efforts assisting the Department with procurement and contract documents for the design-build agreement with a Wadsworth Brothers/Staker Parson consortium.  Major construction began in March 2015 and the project is scheduled for completion in fall 2016. 
  • Texas Department of Transportation – LBJ Express.  Leader of the legal team that advised on a critical project to ease pressure on a congested 17-mile corridor along the IH-635 and IH-35E in the Dallas Metropolitan area.  Nossaman guided procurement of a DBFOM toll concession agreement with a Cintra/Meridiam joint venture for the $2.7 billion upgrade, one of the largest P3 undertakings in U.S. history.  The project includes four main lanes and two to three continuous frontage road lanes in each direction, along with two to three managed lanes in each direction that will use congestion pricing to keep traffic moving at 50 mph.  LBJ Express, the first transportation upgrade to receive federal tolling authorization under the Express Lanes Demonstration Program, reached financial close ahead of schedule in 2010 and was completed in 2015.  Financing included $490 million in public funds, $672 million in developer equity, an $850 million TIFIA loan, and $606 million in PABs.  The American Road and Transportation Builders Association named LBJ Express “P3 Co-Project of the Year” in 2010.
  • City of San José – Norman Y. Mineta San José International Airport.  Leader 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 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.  Mr. Papernik led the team during contract negotiations and helped craft and administer a task order-based contract allowing scope and budget to be determined as the project evolved.

Awards & Honors

"Design-Build in Transportation Leadership Award:" Industry Professional/Practitioner Category, Design-Build Institute of America, 2014

Brian G. Papernik
Brian G. Papernik



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

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



Professional Affiliations

Design-Build Institute of America

Awards & Honors

"Design-Build in Transportation Leadership Award:" Industry Professional/Practitioner Category, Design-Build Institute of America, 2014

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