STANDARD GENERAL CONDITIONS FOR CONSTRUCTION CONTRACTS

July, 2025

Page i

CITY OF INDIANAPOLIS

JULY 2025

Table of Contents

ARTICLE 1 - ABBREVIATIONS AND DEFINITIONS

1.1 Abbreviations G-1

1.2 Definitions G-3

ARTICLE 2 - PRELIMINARY MATTERS

2.1 Delivery of Agreements G-11

2.2 Delivery of Insurance and Bonds G-11

2.3 Copies of Documents G-11

2.4 Commencement of Contract Time: Notice to Proceed G-11

2.5 Starting the Project G-12

2.6 Before Starting Construction G-12

2.7 Initial Schedule and Submissions G-12

2.8 Preconstruction Conference G-13

2.9 Finalizing Schedules G-14

ARTICLE 3 - CONTRACT DOCUMENTS

3.1 Integration of Contract Documents G-14

3.2 Intent and Meaning G-14

3.3 Duty to Report Discrepancies G-15

3.4 Major Modifications G-15

3.5 Minor Deviations G-15

3.6 Reuse of Documents G-15

3.7 CONTRACTOR Responsibility G-15

ARTICLE 4 - AVAILABILITY OF LANDS: PHYSICAL CONDITIONS

4.1 Availability of Lands G-16

4.2

4.3

Subsurface and Physical Conditions (Excluding Underground Facilities) Differing Subsurface or Physical Conditions

G-16

G-16

4.4 Underground Facilities G-17

4.5 Reference Points and Layout G-18

4.6 Lines and Grades G-19

4.7 Hazardous Materials G-20

4.8 Rights in and Use of Materials found in the Project Site G-21

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ARTICLE 5 - BONDS AND INSURANCE

5.1 Performance and Payment Bonds G-22

5.2 Warranty Bond G-22

5.3 Substitute Bonds G-22

5.4 CONTRACTOR’s Liability Insurance G-22

5.5 OWNER’s Protective Insurance G-25

5.6 Property Insurance G-25

5.7 Waiver Subrogation G-25

5.8 Acceptance of Insurance G-26

5.9 Partial Utilization Property Insurance G-26

5.10 No Limit to Liability G-26

ARTICLE 6 – CONTRACTOR’S RESPONSIBILITIES

6.1 Supervision G-26

6.2 Resident Superintendent G-26

6.3 Personnel and Work Hours G-26

6.4 Full Responsibility G-27

6.5 General Standards of Quality G-27

6.6 Adjusting Progress Schedule G-28

6.7 Substitute or “or Equal” Items G-28

6.8 Engagement of Subcontractors, Suppliers, and Others G-28

6.9 Responsibility for Others G-29

6.10 Allocation of Work G-29

6.11 Subcontractor Provisions G-29

6.12 Patent Fees and Royalties G-29

6.13 Permits G-30

6.14 Laws and Regulations G-30

6.15 Taxes G-31

6.16 Use of Premises G-31

6.17 Control of Waste G-31

6.18 Loads on Structures G-32

6.19 As-Built Drawings G-32

6.20 Safety and Protection G-33

6.21 Emergencies G-34

6.22 Shop Drawings and Working Drawings G-34

6.23 Continuing the Works G-37

6.24 Allocation of Risk and Indemnification G-37

6.25 Subcontractor and other Liens G-38

6.26 Installation of Utility Service G-38

6.27 Damage Survey and Correction G-38

6.28 Damage Notification G-38

6.29 Apprentices G-38

6.30 Conformance with Plans and Specifications G-39

6.31 Documentation G-40

ARTICLE 7 – WORK BY THIRD PARTIES

7.1 Separate Work by Others G-40

7.2 Inspecting Other Work G-40

7.3 Coordination G-41

ARTICLE 8 – OWNER’S, CONSTRUCTION INSPECTOR’S AND ENGINEER’S STATUS

DURING CONSTRUCTION

8.1 OWNER’s Representative G-41

8.2 Visits to Site G-41

8.3 Project Representation G-42

8.4 Clarifications and Interpretations G-42

8.5 Authorized Variations in Work G-42

8.6 Rejecting Defective Work G-42

8.7 CONSTRUCTION INSPECTOR’s and ENGINEER’s

Interpretation and Decisions

G-42

8.8 Non-liability of CONSTRUCTION INSPECTOR and ENGINEER G-43

8.9 Purposes of CONSTRUCTION INSPECTOR’s and ENGINEER’s Activities G-43

8.10 Construction Methods G-43

8.11 Acts of Omissions by Others G-43

8.12 Communications G-43

8.13 Replacement for CONSTRUCTION INSPECTOR or ENGINEER G-43

ARTICLE 9 – CHANGES IN THE WORK

9.1 OWNER's Right to Initiate Changes G-44

9.2 Inability to Agree on Price or Time Adjustments G-44

9.3 Non-Required Work G-44

9.4 Change Order and Amendments G-44

ARTICLE 10 – CHANGE OF CONTRACT PRICE

10.1 Items Included in Contract Price G-45

10.2 Changes in Contract Price G-45

10.3 Value of Affected Work G-45

10.4 Cost of Work G-46

10.5 Excluded Costs G-48

10.6 Cash Allowances G-48

ARTICLE 11 – CHANGE OF CONTRACT TIME, LIQUIDATED DAMAGES; DELAYS AND

HINDRANCES

11.1 Liquidated Damages – Assessment G-49

11.2 Liquidated Damages – Reasonable Amount G-49

11.3 Delay Following Termination G-49

11.4 Extension of Contract Time G-50 11.5 Notice of Delays or Hindrances G-50

11.5 Notice of Delays or Hindrances G-50

11.6 Time Extension as Exclusive Remedy G-50

11.7 Limitations on Time Extensions G-51

ARTICLE 12 – WARRANTIES, TEST AND DEFECTIVE WORK

12.1 Warranty G-51

12.2 Access to Work G-51

12.3 Test and Inspections G-51

12.4 Uncovering Work G-52

12.5 OWNER May Stop the Work G-53

12.6 Pre-Completion Correction or Removal of Defective Work G-53

12.7 Post-Completion Correction Period G-53

12.8 Option to Accept Defective Work G-54

12.9 OWNER May Correct Defective Work G-54

ARTICLE 13 – PAYMENTS TO CONTRACTOR AND COMPLETION

13.1 Schedule of Values G-55

13.2 Basis for Payments G-55

13.3 Stored Materials and Equipment G-56

13.4 Specially Manufactured Items G-56

13.5 Retainage G-56

13.6 Applications for Progress Payment G-57

13.7 Payment Reports G-57

13.8 CONTRACTOR's Warranty of Title G-57

13.9 Action upon Application for Payment G-57

13.10 Substantial Completion G-58

13.11 Site Access upon Substantial Completion G-59

13.12 Partial Utilization and Occupancy G-59

13.13 Final Inspection G-60

13.14 Final Application for Payment G-60

13.15 Final Payment and Acceptance G-61

13.16 Delayed Final Completion G-61

13.17 CONTRACTOR's Continuing Obligations G-61

13.18 Waiver of Claims by Final Payments G-61

ARTICLE 14 – SUSPENSION OF WORK AND TERMINATION

14.1 OWNER May Suspend Work G-62

14.2 CONTRACTOR Default G-62

14.3 Default Termination by OWNER G-62

14.4 Termination for Convenience G-64

14.5 CONTRACTOR Suspension of Work Right to Terminate G-64

ARTICLE 15 – DISPUTE RESOLUTION

15.1 Agreement to Mediate G-65

15.2 Agreement to Arbitrate G-65

15.3 Claims Referred to CONSTRUCTION INSPECTOR G-65

15.4 Demand for Arbitration; Objection G-65

15.5 Consolidation and Joinder G-65

15.6 Enforcement of Award G-66

ARTICLE 16 – MISCELLANEOUS

16.1 Giving Notice G-66

16.2 Computation of Time G-66

16.3 Injury to Persons and Property G-66

16.4 Cumulative Duties and Rights G-67

16.5 Assignment G-67

16.6 Governing Law G-67

16.7 Salvage of Existing Equipment and Materials G-67

16.8 English Language Requirement G-67

16.9 Trade Practice G-67

16.10 Cross-References G-67

16.11 Accounting Records G-67

16.12 U.S. Products/Supplies G-67

16.13 Non-Discrimination G-68

16.14 Operating Instructions G-69

16.15 Operation and Maintenance Manual G-70

16.16 Service of Manufacturer’s Representative G-71

16.17 Water G-71

16.18 Light and Power G-71

16.19 Prevention, Control and Abatement of Erosion and Water Pollution G-71

16.20 Air Borne Particulate G-73

16.21 Professional Fees and Court Costs Included G-73

16.22 Debarment and Suspension G-73

16.23 Compliance with E-Verify Program G-73

ATTACHMENT A – MEDIATION PROCESS A-1

CITY OF INDIANAPOLIS

JULY 2025

ARTICLE 1 - ABBREVIATIONS AND DEFINITIONS

1.1 Abbreviations. The following abbreviations have the following meanings:

AA - Aluminum Association AAN - American Association of Nurserymen AAR - Association of American Railroads AASHTO - American Association of State Highway and Transportation Officials ABF - air cooled blast furnace slag ACI - American Concrete Institute AE - asphalt emulsion AFBMA - Anti Friction Bearing Manufacturers Association AGA - American Gas Association AGMA - American Gear Manufacturers Association AHDGA - American Hot Dip Galvanizer Association AIA - American Institute of Architects AISC - American Institute for Steel Construction AISI - American Iron and Steel Institute

AMRL - AASHTO Materials Reference Laboratory ANSI - American National Standards Institute AP - Class A aggregate for concrete slabs ARA - American Railway Association AREA - American Railway Engineering Association ARI - American Refrigeration Institute ARS - asphalt roofing shingles ASCE - American Society of Civil Engineers ASHRAE - American Society of Heating, Refrigeration and Air Conditioning Engineers ASLA - American Society of Landscape Architects

ASME - American Society of Mechanical Engineers ASNS - American Standards for Nursery Stock ASTM - American Society for Testing and Materials AWPA - American Wood Preservers’ Association AWPI - American Wood Preservers Institute AWS - American Welding Society AWWA - American Water Works Association BBR - bending beam rheometer BF - blast furnace slag CBRI - Copper and Brass Research Institute

CCRL - Cement and Concrete Reference Laboratory of the National Institute of Standards and Technology CFR - Code of Federal Regulations CMA - cold mix asphalt

CS - Commercial Standard (U.S. Department of Commerce) DMF - design mix formula DSR - dynamic shear rheometer EPA - United States Environmental Protection Agency ESAL - equivalent single-axle loads FS - Federal Specification (U.S.)

FSS - Federal Specifications and Standards, General Services Administration FTI - Facing Title Institute Fed. Spec.

GBF - granulated blast furnace slag GGBFS - ground granulated blast furnace slag HDB - hydrostatic design basis HFRS - high float seal coat asphalt emulsion HMA - hot mix asphalt HRWR - high range water reducing

HRWRR - high range water reducing and retarding IA - independent assurance IAC - Indiana Administrative Code IC - Indiana Code IDEM - Indiana Department of Environmental Management

IDNR - Indiana Department of Natural Resources IEEE - Institute of Electrical and Electronic Engineers IMSA - International Municipal Signal Association INDOT - Indiana Department of Transportation IOSHA - Indiana Occupational Safety and Health Administration IPCEA - Insulated Power Cable Engineers Association ITM - Indiana Test Method or Procedure JMF - job mix formula MAC - multi-grade asphalt cement MC - medium curing asphalt

MCA - medium curing asphalt with additive MSS - Manufacturers Standardization Society of the Valve and Fitting Industry MUTCD - Indiana Manual on Uniform Traffic Control Devices NCHRP - National Cooperative Highway Research Program NCMA - National Concrete Masonry Association NEC - National Electric Code (U.S.)

NEMA - National Electrical Manufacturers Association NEPCOAT - Northeast Protective Coating Committee NFPA - National Fire Protection Association NIST - National Institute of Standards and Technology

NPC - National Plumbing Code OSHA - U.S. Occupational Safety and Health Agency PAV - pressurized aging vessel PG - performance grade asphalt PS - United States Product Standards

QC - quality control QC/QA - quality control/quality assurance QCP - quality control plan RAP - reclaimed asphalt pavement

RCRA - Resource and Conservation Recovery Act RS - seal coat asphalt emulsion RTFO - rolling thin film oven

SAE - Society of Automotive Engineers SCPI - Structural Clay Products Institute SF - steel furnace slag SG - specific gravity SHRP - Strategic Highway Research Program

SSPC - The Society for Protective Coatings TCLP - Toxicity Characteristic Leaching Procedure TSR - tensile strength ratio UL - Underwriters Laboratories UST - underground storage tank

VFA - voids filled with asphalt VMA - voids in mineral aggregate VOC - volatile organic compounds

1.2 Definitions. Wherever used and not otherwise defined in these General Conditions or in other Contract Documents, the following terms have the meanings indicated which are applicable to both the singular and plural thereof:

Addenda - Written or graphic instruments issued prior to the opening of bids which clarify, correct or change the bidding documents or the Contract Documents.

Agreement - The written Agreement between OWNER and CONTRACTOR covering the Work to be performed; other Contract Documents are attached to the Agreement and made a part thereof as provided therein.

Application for Payment - The form prescribed or approved by OWNER which is to be used by CONTRACTOR in requesting progress or final payments and which is to include an approved schedule of values and/or such other supporting documentation as is required by the Contract Documents.

Architect or Architect/ENGINEER - The person or other entity designated as ENGINEER by

As-Built Drawing – A Contract Drawing revised to reflect the as-built conditions of the project because of modifications, changes and corrections to the project design required during construction, submittals, and extensions of the design.

Bid Documents - Documents required to be submitted with the Bid.

Bid - The offer or proposal of the Bidder submitted on the prescribed form setting forth the prices for the Work to be performed.

Bidder - The person, firm or corporation submitting a bid for the advertised work.

Bonds - Bid, Performance, Payment and Warranty Bonds and other instruments of suretyship. The term shall include letters of credit as applicable.

Bridge - A structure, including supports, erected over a depression or an obstruction such as water, highway, or a railway having a track or passageway for carrying traffic or other moving loads, and having a length measured along the center of the roadway of more than 20 feet between undercopings of abutments or extreme ends of openings for multiple boxes.

1. Length: The length of a bridge structure is the overall length measured along the line of survey stationing back to back of backwalls of abutments, if present, otherwise end to end of the bridge floor, but in no case less than the total clear opening of the structure.

2. Roadway Width: The clear width measured at right angles to the longitudinal centerline of the bridge between the bottom of curbs or guard timbers or, in the case of multiple heights of curbs, between the bottoms of the lower risers.

Calendar Day - Every day shown on the calendar.

Change Order - A document issued on or after the Effective Date of the Agreement, signed by CONTRACTOR and OWNER and which authorizes an addition, deletion, or revision in the Work, or an adjustment in the Contract Price or the Contract Time.

City’s Standards and Specifications – All documents described in the definition "City's Standards and Specifications" shall apply to these Contract Documents.

1. Indianapolis Department of Capital Asset Management Quality Control Sampling and Testing Frequency Manual - current edition at time of bid opening.

2. The City of Indianapolis Stormwater Design and Construction Specifications Manual

- current edition at time of bid opening.

3. Indianapolis Department of Capital Asset Management Supplemental Specifications for Traffic Signal Materials, Equipment and Installation – current edition at time of bid opening.

4. Indianapolis Sanitary Sewer District Standards for the Design and Construction of

Sanitary Sewers - current edition at time of bid opening.

5. Except as provided in this Section, all applicable portions of the Indiana Department of Transportation Standard Specifications, current edition at time of bid opening, Standard Drawings, and Supplemental Specifications shall apply to these Contract Documents to the extent not in conflict with the terms thereof. Where the word “Standard Specifications” along with the reference consisting of a number or number and letter are used, they shall be construed as referring to the Indiana Department of Transportation Standard Specifications, current edition at time of bidding, Standard Drawings, Recurring Special Provisions and/or Supplemental, as applicable.

The order of priority for resolving conflicts, errors, discrepancies, and disputes concerning said documents and the Contract Documents shall be as described in Section 1 of the Agreement.

Construction Limits - The line shown on the plans beyond which no Work is intended to be performed and no disturbance of existing terrain shall be permitted unless authorized by

OWNER.

CONSTRUCTION INSPECTOR - The person, firm or corporation named, employed or designated as such by OWNER to observe the Work, acting directly or through duly authorized representatives.

Contract Documents - The Agreement and any exhibits thereto, Addenda (which pertain to the Contract Documents), Instructions to Bidders, Advertisement, Notice to Bidders, CONTRACTOR's Bid (including documentation accompanying the Bid and any post-Bid documentation submitted prior to the Notice of Award), Notice to Proceed, the Bonds, the General Conditions, the Additional Requirements Section, any supplemental conditions, the Specifications and the Contract Drawings as the same are more specifically identified in the Agreement, together with all Amendments, Modifications, and Supplements issued pursuant to Sections 3.4 and 3.5 on or after the Effective Date of the Agreement.

Contract Drawings – That part of the Contract Documents prepared by ENGINEER that graphically shows the scope, extent and character of the Work to be performed by CONTRACTOR. Working Documents are not Contract Documents as so defined.

Contract Price - The moneys payable by OWNER to CONTRACTOR under the Contract Documents as stated in the Agreement.

Contract Time - The number of days (computed as provided in Section 16.2) or the date stated in the Agreement for the completion of the Work.

CONTRACTOR - The person, firm or corporation with whom OWNER has entered into the Agreement to perform the Work.

Culvert - A structure not classified as a bridge which provides an opening under the roadway.

Defective - An adjective which when modifying the word Work refers to Work that is (i) unsatisfactory, faulty or deficient, in that it does not strictly conform to the requirements of the Contract Documents, (ii) does not meet the requirements of any inspection, reference standard, test or approval referred to in the Contract Documents, or (iii) has been damaged prior to CONSTRUCTION INSPECTOR's recommendation of final payment (unless responsibility for the protection thereof has been assumed by OWNER at Substantial Completion in accordance with Sections 13.10 or 13.12).

Department - Agency or department designated in the Agreement or other documents issued in solicitation of Bids; and such term shall also include the Project Manager or other duly appointed representative of such agency or department, but shall not include

ENGINEER.

Drawings - The drawings which show the character and scope of the Work to be performed and which have been prepared or approved by ENGINEER and are referred to in the Contract Documents.

Effective Date of the Agreement - The date indicated in the Agreement on which it becomes effective, but if no such date is indicated it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver.

ENGINEER - The person, firm or corporation that has signed and sealed the Drawings and Specifications. When used in the Technical Specifications, the term “ENGINEER” shall be interpreted to mean either ENGINEER or CONSTRUCTION INSPECTOR as defined in the General Conditions.

Equipment - All machinery and equipment together with the necessary supplies for upkeep and maintenance, and all tools and apparatus necessary for the proper construction and acceptable completion of the Work.

Field Order - A written order issued by CONSTRUCTION INSPECTOR or OWNER which orders minor changes in the Work in accordance with Section 8.5 but which does not involve a change in the Contract Price or the Contract Time.

Final Completion - The completion of all Work required by the Contract Documents, including all punch list items and the delivery of all closeout documents to OWNER.

Furnish - Purchase and deliver to the work site. When used in connection with the terms "Work" or services, the term shall also mean perform.

General Conditions - City of Indianapolis Standard General Conditions for Construction Contracts, July 2025.

Install - Incorporate into the Work equipment and materials furnished by others or

CONTRACTOR.

Laws and/or Regulations - Laws, rules, regulations, ordinances, codes, administrative actions and/or orders of any court or governmental agency or unit.

Major and Minor Pay Items - All pay items having an original contract value in excess of 5% of the original contract amount shall be considered as major items. Minor contract items shall be all items shown in the Itemized Proposal and Declarations which constitute 5% or less of the original contract amount.

Materials - All substances specified for use in the construction of the Work.

Notice of Award - The written notice by OWNER to the apparent successful Bidder stating that upon compliance by the apparent successful Bidder with the conditions precedent enumerated therein, within the time specified, OWNER will sign and deliver the

Notice to Proceed - A written notice given by OWNER to CONTRACTOR (with a copy to ENGINEER) fixing the date on which the Contract Time will commence to run and on which CONTRACTOR shall start to perform CONTRACTOR's obligation under the Contract Documents.

Open to Unrestricted Traffic - The condition that exists when all pavement Work is completed, including surface courses and shoulder. All safety features including guardrail and signs are in place and pavement markings are in final marking pattern.

OWNER - The City of Indianapolis, Indiana, acting by and through the agency or Department designated in the Agreement or other documents issued in solicitation of Bids; and such term shall also include the Project Manager or other duly appointed representative of such agency or Department but shall not include ENGINEER.

Partial Utilization - The placement of a portion of the Work in service, or beneficial occupancy and use thereof, for the purpose for which it is intended (or a related purpose) before Substantial Completion of all the Work.

Pavement Structure - The combination of subbase, base course, and surface course placed on a subgrade to support the traffic load and distribute it to the roadbed.

Pay Item - A specifically described unit of work for which a price is provided in the

Plans - The approved plans, profiles, typical cross sections, standard drawings, working drawings, and supplemental drawings or exact reproductions thereof which show the locations, character, dimensions, and details of the Work.

Professional Engineer - A person duly licensed by the Indiana Professional Licensing Agency to practice engineering in Indiana.

Profile Grade - The trace of a vertical plane intersecting the top surface of the proposed wearing surface, usually along the longitudinal centerline of the roadbed. Profile Grade means either elevation or gradient of such trace according to context.

Project - The total construction of one or more improvements or structures of which the Work to be provided under the Contract Documents may be the whole, or a part, as indicated elsewhere in the Contract Documents.

Provide - Furnish and install.

Reasonably Close Conformance - Conformance with reasonable and customary manufacturing and construction tolerances where working tolerances are not specified.

Where working tolerances are specified, reasonably close conformance means conformance with such working tolerances. Without detracting from the discretion of ENGINEER to insist on such tolerances as establishing reasonably close conformance, variations beyond such tolerances may be accepted as reasonably close conformance where they will not materially affect the value or utility of the Work and the interest of

OWNER.

Resident Project Representative (RPR) - The authorized representative of CONSTRUCTION INSPECTOR who is assigned to the site or any part thereof.

Road - A general term denoting a public way for purpose of vehicular travel, including the entire area within the public right-of-way.

Roadbed - The graded portion of a highway within top and side slopes, prepared as a foundation for the pavement structure and shoulders.

Roadside - A general term denoting the area adjoining the outer edge of the roadway.

Extensive areas between the roadways of a divided highway may also be considered roadside.

Roadside Development - That work necessary to the complete highway which provides for the preservation of landscape materials and features; the rehabilitation and protection against erosion of all areas disturbed by construction through seeding, sodding, mulching, and the placing of other ground covers; and such suitable planting and other improvements as may increase the effectiveness and enhance the appearance of the highway.

Roadway - The portion of a highway within limits of construction.

Shop Drawings - All drawings, diagrams, illustrations, schedules and other data which are specifically prepared by or for CONTRACTOR, to illustrate some portion of the Work and all illustrations, diagrams and other information prepared by a Supplier and submitted by CONTRACTOR to illustrate material or equipment for some portion of the Work.

Shoulder - The portion of the roadway contiguous with the traveled way for accommodation of stopped vehicles, for emergency use, and for lateral support of base and surface courses.

Special Conditions - Portions of the Contract Documents which specify changes to the General Conditions.

Specifications - Those portions of the Contract Documents consisting of written general or technical descriptions of materials, equipment, construction systems, standards, quality, quantity and workmanship as applied to the Work, including the performance thereof, and certain administrative details applicable thereto.

Street - A general term denoting a public right-of-way for the purposes of vehicular travel, including the entire area within the public right-of-way.

Structures - Bridges, culverts, catch basins, drop inlets, retaining walls, cribbing, manholes, end walls, buildings, sewers, service pipes, underdrains, foundation drains, and other features which may be encountered in the Work and not otherwise classed herein.

Subcontractor - An individual, firm or corporation having a direct contract with CONTRACTOR or with any other Subcontractor for the performance of a part of the Work at the site.

Subgrade - The top surface of a roadbed upon which the pavement structure and shoulders are constructed.

Substantial Completion - The stage of construction where, in the opinion of OWNER, all items of the Work (or specified portion thereof) necessary to enable the asset to be utilized without significant restrictions for the purpose for which the asset was constructed have been completed. All pay items shall be completely installed and all necessary testing as required by the Laws and Regulations and/or Contract Documents shall be completed.

Substantial Completion may be evidenced by a certificate thereof issued by CONSTRUCTION INSPECTOR and signed by OWNER.

Substructure - All of that part of the structure below the bearings of simple and continuous spans, skewbacks or arches, and tops of footings of rigid frames together with backwalls, wingwalls, and wing protection railings.

Superintendent - The authorized on-site representative of CONTRACTOR responsible for the Work.

Supplier - A manufacturer, fabricator, supplier, distributor, material man or vendor who furnishes materials or equipment to the site of the Work pursuant to a contract with CONTRACTOR or a Subcontractor and who does not perform labor or services for installation thereof at the site of the Work.

Traveled Way - The portion of the roadway for the movement of vehicles, exclusive of shoulders and auxiliary lanes.

Technical Specifications - Portion of the Contract Documents consisting of written technical descriptions of materials, equipment, construction systems, standards, quality, quantity and workmanship as applied to the Work, including performance thereof, and certain administrative details applicable thereto, and which may specify changes to the

City’s Standards and Specifications, the INDOT Standard Drawings, the INDOT Supplemental Specifications, the INDOT Standard Specifications, Series 200 through 900, and which may contain specifications particular to the project.

Underground Facilities - All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels or other manmade facilities or structures, and any encasements containing such facilities, which have been installed at or below the surface of the ground for the purpose of furnishing, storing, removing or transmitting electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, computer signals or data, sewage, drainage , traffic or other control systems, or water.

Unforeseeable Abnormal and Unusually Severe Weather- The following chart shows the estimated number of days in each month, excluding Saturdays, Sundays, and Holidays, when CONTRACTOR will be unable to work on the controlling activity as identified on OWNER-accepted schedule:

Month Estimated No. of Days Oct 6 Nov 12 Dec 15 Jan 18 Feb 18 Mar 18 Apr 18 May 8 Jun 5 Jul 5 Aug 4 Sep 5

Any days (per month) in excess of the days shown when CONTRACTOR is unable to work on the controlling activity due to weather conditions shall be deemed to be “unforeseeable abnormal and unusually severe weather conditions” as referenced in Section

11.4 of the General Conditions.

Unit Price Work - Work to be paid for on the basis of unit prices established by the Contract Documents or by Change Order.

Work - The entire construction, or the various separately identifiable parts thereof, and all other obligations, required to be furnished or performed under the Contract Documents.

The Work is the result and product of performing services, furnishing labor and furnishing and incorporating materials and equipment into the construction, all as required by the Contract Documents.

Work Directive Change - A written directive to CONTRACTOR, issued on or after the Effective Date of the Agreement and signed by OWNER, making any change in the Work within the general scope of the Contract Documents, including but not limited to changes

(i) in the Specifications (including drawings and designs), (ii) in the time, method or manner of performance of Work, (iii) in facilities, equipment, materials, services or site, and (iv) directing acceleration in the performance of the Work. A Work Directive Change will not by itself change the Contract Price or the Contract Time, but is evidence that the parties expect that the change directed or documented by a Work Directive Change will be incorporated in a subsequently issued Change Order.

Working Drawings - Layout, detail and shop drawings developed to insure proper construction, assembly, and installation of the Work using those materials and equipment specified in the Technical Specifications.

Written Amendment - A written amendment of the Contract Documents, signed by OWNER and CONTRACTOR on or after the Effective Date of the Agreement and normally dealing with the non-engineering or non-technical rather than strictly Work-related aspects of the Contract Documents.

ARTICLE 2 - PRELIMINARY MATTERS

2.1 Delivery of Agreements. CONTRACTOR shall deliver executed Agreements to OWNER within five (5) business days of receipt of such Agreements from OWNER.

2.2 Delivery of Insurance and Bonds. When CONTRACTOR delivers the executed Agreements to OWNER, CONTRACTOR also shall deliver to OWNER, with a copy to CONSTRUCTION INSPECTOR, certificates of insurance (and other evidence thereof as required by OWNER) and such performance and payment bonds as CONTRACTOR is required to purchase and maintain in accordance with Article 5, and OWNER shall deliver to CONTRACTOR certificates (and other evidence of insurance requested by CONTRACTOR) which OWNER is required to purchase and maintain in accordance with Article 5.

2.3 Copies of Documents. Unless otherwise specified in the Special Conditions, Technical

Specifications or noted on the Contract Drawings, OWNER shall furnish to CONTRACTOR five (5) copies of the Contract Documents as are reasonably necessary for the execution of the Work. Additional copies will be furnished, upon request, at the cost of reproduction.

2.4 Commencement of Contract Time; Notice to Proceed. Subsequent to or concurrently with the execution of the Agreement OWNER shall give CONTRACTOR a written Notice to Proceed specifying the date on which CONTRACTOR shall commence Work. The date designated in the Notice to Proceed shall be the date on which the Contract Time shall commence to run. No extension of time will be granted due to CONTRACTOR delay in submission of the executed Agreements or documents, as required in Sections 2.1 and 2.2.

2.5 Starting the Project. CONTRACTOR shall start to perform the Work on the date designated in the Notice to Proceed, but no Work shall be done at the site prior to the date of the Notice to Proceed.

2.5.1 Unless otherwise provided, CONTRACTOR shall start active and continuous Work on the Contract within 15 calendar days after the date of the Notice to Proceed. Work shall not begin prior to the date of the Notice to Proceed.

2.5.2 If a delayed starting date is indicated in the proposal, the 15-calendar day limitation will be waived. Workday charges will then begin on a date mutually agreed upon, but not later than the delayed starting date specified. If the Contract is canceled after an award has been made but prior to the issuing of the Notice to Proceed, no reimbursement will be made for any expenses accrued relative to this Contract during that period.

2.5.3 If the Contract involves demolition Work, CONTRACTOR shall not enter the parcel or proceed with the demolition without written authority from OWNER or CONSTRUCTION INSPECTOR. CONTRACTOR will be compensated only for those dwellings and/or structures that are removed from within the project limits.

Time of commencing demolition Work and time of completion shall be in accordance with the Contract Documents.

2.6 Before Starting Construction. Before undertaking each part of the Work, CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures, standards, quantities, materials, field measurements, access, and other requirements or conditions affecting the Work. CONTRACTOR shall promptly report in writing to CONSTRUCTION INSPECTOR any conflict, error, discrepancy or other adverse condition or circumstance which CONTRACTOR may discover and shall obtain a written interpretation or clarification from CONSTRUCTION INSPECTOR or ENGINEER before proceeding with any Work affected thereby. CONTRACTOR shall assume all risks and bear all costs associated with any conflicts, errors, ambiguities, discrepancies or conditions which are not discovered due to its failure to conduct such study and comparison or which are discovered but not reported as required by this Section.

2.7 Initial Schedule and Submissions. Unless otherwise specified in the Contract Documents, within ten (10) days after the Effective Date of the Agreement CONTRACTOR shall submit to CONSTRUCTION INSPECTOR for review:

2.7.1 A proposed progress schedule indicating the starting and completion dates of the various stages of Work to be performed under this Contract. This schedule shall be a bar graph type schedule and shall reflect the Contract completion date and the estimated times required to prosecute the major or critical items of Work. This schedule shall incorporate all Contract requirements regarding the order of the performance of Work and each activity that is scheduled for Work.

CONSTRUCTION INSPECTOR will review the proposed progress schedule to determine conformity to Contract Documents. During the course of performing the Work, CONTRACTOR shall, at least monthly, submit to CONSTRUCTION INSPECTOR a revised progress schedule indicating any anticipated change from the original or previously revised project schedule. Such schedule shall accompany all invoices. Invoices submitted without the latest approved, original or revised, schedule will not be processed. The revised progress schedule shall include provisions for performing the Work authorized under approved Work Directive Changes and Change Orders. CONSTRUCTION INSPECTOR will review the original and revised project schedules for general conformity with the Contract Documents and will make recommendations to OWNER concerning approval thereof; however the review, approval or other action taken by CONSTRUCTION INSPECTOR or OWNER in respect to such schedules shall not relieve CONTRACTOR of its obligations to perform Work within the Contract Time. If CONTRACTOR shall fail to adhere to the approved original or revised progress schedule, except when due to Excusable Delays for which a claim has been submitted by CONTRACTOR and approved by OWNER, CONTRACTOR shall promptly adopt such other or additional means and methods of construction and commit such additional manpower, equipment and other resources as necessary to make up for the time lost and to assure completion of Work in accordance with

2.7.2 A preliminary submittal schedule showing proposed dates for submission of required Shop Drawings, samples and product data. Such schedule shall also include such durations as prescribed by ENGINEER to account for anticipated time allotments for review, approval or other action upon submittals by ENGINEER and additional allowances for resubmittals by CONTRACTOR.

2.7.3 A preliminary schedule of values for all of the Work which shall include quantities and prices of items aggregating the Contract Price and shall subdivide the Work into component parts in sufficient detail to serve as the basis for progress payments during construction. Such prices shall include an appropriate amount of overhead and profit applicable to each item of Work which shall be confirmed in writing by CONTRACTOR at the time of submission.

2.7.4 CONTRACTOR shall submit a construction schedule to CONSTRUCTION

INSPECTOR prior to starting Work on any street and/or sewer segment. The schedule shall show the anticipated order of Work, start date, duration, and final completion date for each street segment and/or sewer segment. Failure of CONTRACTOR to provide such notice shall entitle OWNER to disallow payment for materials placed and Work performed that day.

2.8 Preconstruction Conference. Unless otherwise specified in the Special Conditions, Technical Specifications or noted on the Contract Drawings, before CONTRACTOR starts the Work at the site, a conference attended by CONTRACTOR, OWNER, CONSTRUCTION INSPECTOR, ENGINEER, and others as appropriate will be held to discuss the schedules referred to in Section 2.7, to discuss procedures for handling Shop Drawings and other submittals and for processing Applications for Payment, and to establish other procedures and understandings bearing upon coordination and performance of the Work.

2.9 Finalizing Schedules. Unless otherwise specified in the Special Conditions, Technical

Specifications or noted on the Contract Drawings, at least ten (10) days before submission of the first Application for Payment, a conference attended by CONTRACTOR, CONSTRUCTION INSPECTOR, and others as appropriate, will be held to finalize the schedules submitted in accordance with Section 2.7. The finalized progress schedule will be acceptable to ENGINEER as providing an orderly progression of Work to attain completion within the Contract Time, but such acceptance shall neither impose on ENGINEER responsibility for the progress or scheduling of the Work nor relieve CONTRACTOR from full responsibility therefore. The finalized schedule of values will be acceptable to CONSTRUCTION INSPECTOR as to form and substance.

ARTICLE 3 - CONTRACT DOCUMENTS

3.1 Integration of Contract Documents. The Contract Documents comprise the entire Agreement between OWNER and CONTRACTOR concerning the Work. The Contract Documents are complementary; what is called for by one is as binding as if called for by all.

The Contract Documents shall be construed in accordance with the law of the State of Indiana and without regard to the party by or for whom they were prepared or drafted.

3.2 Intent and Meaning. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereof) to be constructed in accordance therewith. Any Work, materials or equipment that may reasonably be inferred from the Contract Documents as being required to produce the intended result shall be supplied whether or not specifically called for. Notations, details or other descriptions which apply to one of a number of situations, materials, processes or work items shall apply to all except as specifically stated otherwise.

When words which have a well-known technical or trade meaning are used to describe Work, materials or equipment, such words shall be given that meaning unless a different meaning is reasonably apparent as determined by ENGINEER. Reference to standard specifications, manuals or codes of any technical society, organization or association, or to the Laws or Regulations of any governmental authority, whether such reference be specific or by implication, shall mean the latest standard specification, manual or code or Laws or Regulations in effect at the time of opening of Bids. If said standard specification, manual or code or Laws or Regulations are promulgated, amended, revised or otherwise changed subsequent to the opening of Bids, CONTRACTOR shall notify OWNER who may direct compliance under Section 9.1. However, no provision of any referenced standard specification, manual or code (whether or not specifically incorporated by reference in the Contract Documents) shall be effective to change the duties and responsibilities of OWNER, CONTRACTOR CONSTRUCTION INSPECTOR or ENGINEER, or any of their consultants, agents or employees, or to limit or impair any right or remedy of OWNER, as set forth in the Contract Documents, nor shall it be effective to assign to OWNER, CONSTRUCTION INSPECTOR, ENGINEER or any of their respective consultants, agents or employees any duty or authority to supervise or direct the furnishing or performance of the

Work or any duty or authority to undertake responsibility, contrary to the provisions of Section 8.10 or 8.11.

3.3 Duty to Report Discrepancies. If, during the performance of the Work, CONTRACTOR finds a conflict, error or discrepancy in the Contract Documents, CONTRACTOR shall so report to CONSTRUCTION INSPECTOR in writing at once and before proceeding with the Work affected thereby and shall obtain a written interpretation or clarification from ENGINEER.

3.3.1 Subject to the obligations contained elsewhere in the Contract Documents, after the issuance of the Notice to Proceed, CONTRACTOR shall verify the elevations and measurements of all points where new construction is to match existing conditions prior to the commencement of any construction activities.

3.3.2 Where new Work is to be fitted to old Work, CONTRACTOR shall check all dimensions and conditions in the field and report any errors or discrepancies at once to CONSTRUCTION INSPECTOR or assume responsibility for their correctness and the fit of new parts to old. If such parts do not fit properly, CONTRACTOR shall make at CONTRACTOR's expense such alterations to new parts as may be necessary to assure proper fit and connections that meet the approval of ENGINEER. No direct payment shall be made for this Work but the cost thereof shall be included in the costs of the other items of the Contract.

3.4 Major Modifications. The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof by (i) a formal Written Amendment, or (ii) a Change Order (pursuant to Section 9.4) or (iii) a Work Directive Change (pursuant to Section 9.1). As indicated in Sections 10.2 and 11.5, the Contract Price and Contract Time may only be changed by a Change Order or a Written Amendment.

3.5 Minor Deviations. The requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized by (i) a Field Order (pursuant to Section 8.5), or (ii) an ENGINEER's approval of a Shop Drawing, Working Drawing, or samples (pursuant to Section 6.22) or an ENGINEER's written interpretation or clarification (pursuant to Section 8.4).

3.6 Reuse of Documents. Neither CONTRACTOR nor any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with OWNER shall have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of ENGINEER; and they shall not reuse any of them on extensions of the Project or any other project without written consent of OWNER and ENGINEER and specific written verification or adaptation by ENGINEER.

3.7 CONTRACTOR Responsibility. Any Work, including the furnishing of materials, equipment, tools, labor, and incidentals required to carry out the terms of the Contract Documents shall be done by CONTRACTOR, its employees, or Subcontractors unless specifically set out otherwise in the Contract Documents. The words “by CONTRACTOR” or “CONTRACTOR shall” will not necessarily be used to so indicate. All Work shall be carried out in a thorough, careful, effective and satisfactory manner without specifically using these words to describe the action.

ARTICLE 4 - AVAILABILITY OF LANDS; PHYSICAL CONDITIONS

4.1 Availability of Lands. OWNER shall furnish, as indicated in the Contract Documents, the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated to be made available by OWNER for the use of CONTRACTOR. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by OWNER, unless otherwise provided in the Contract Documents. If CONTRACTOR believes that any delay in OWNER's furnishing these lands, rights-of-way or easements entitles CONTRACTOR to an extension of the Contract Time, CONTRACTOR may make a claim therefore as provided in Article 11. CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment.

4.2 Subsurface and Physical Conditions (Excluding Underground Facilities). Reports of explorations and tests of subsurface conditions and drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the site (except Underground Facilities) have been utilized and relied upon by ENGINEER in preparing the Contract Documents. CONTRACTOR may rely upon the general accuracy of the "technical data" contained in such reports and drawings but such reports and drawings are not Contract Documents. Such "technical data" is identified in the specifications.

Except for reliance on such "technical data", CONTRACTOR may not rely upon and may not make any claim against OWNER, ENGINEER or any of ENGINEER's Consultants with respect to (i) the completeness of such reports and drawings for CONTRACTOR's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences and procedures of construction to be employed by CONTRACTOR and safety precautions and programs incident thereto, or (ii) other data, interpretations, opinions and information contained in such reports or shown or indicated in such drawings.

4.3 Differing Subsurface or Physical Conditions. If CONTRACTOR uncovers, observes or otherwise becomes aware of any subsurface or physical condition (other than Underground Facilities) at or contiguous to the site and believes that such condition either

(i) differs materially from that shown or indicated in the Contract Documents, (ii) is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents , or (iii) is of such a nature as to establish that any "technical data" on which CONTRACTOR is entitled to rely as provided in paragraph 4.2 is materially inaccurate;

then CONTRACTOR shall, immediately upon becoming aware thereof and before further disturbing or taking other action in respect thereof or performing any Work in connection therewith (except in an emergency as permitted by Section 6.21), notify OWNER and CONSTRUCTION INSPECTOR in writing about such condition, which notice shall state

CONTRACTOR‘s recommendations or proposals for taking action in connection with the conditions.

4.3.1 CONTRACTOR shall not further disturb such conditions or perform any Work in connection therewith (except as aforesaid) until receipt of a written directive from OWNER or ENGINEER to do so, but to the fullest extent possible CONTRACTOR shall continue to prosecute all other Work not affected by the conditions;

4.3.2 ENGINEER will promptly review the pertinent conditions, determine the necessity of obtaining additional explorations or tests with respect thereto and advise OWNER in writing (with a copy to CONTRACTOR) of ENGINEER's findings and conclusions;

4.3.3 If OWNER in consultation with ENGINEER concludes that a change in the

Contract Documents or other action is required because of the conditions, a Work Directive Change or other instructions or interpretations may be issued as provided in Article 9 to reflect and document the consequences of the conditions;

4.3.4 In each such case, an increase or decrease in the Contract Price or an extension or shortening of the Contract Time, or any combination thereof, may be allowable, but only to the extent that (i) evidence of such conditions could not with the exercise of reasonable competence and diligence have been discovered or foreseen by CONTRACTOR prior to submission of CONTRACTOR's Bid, (ii) CONTRACTOR, by the terms of the Contract Documents, has not assumed the risk of such conditions and (iii) CONTRACTOR has explicitly fulfilled the written notice requirements provided by this Section 4.3. CONTRACTOR shall in no event be entitled to an increase in the Contract Price in excess of costs, overhead and profit as described in Article 10 to perform authorized additional or changed Work to address the conditions, without additional allowances for delays or suspension of Work.