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HomeMy WebLinkAboutHWC Engineering City of Jeffersonville Government Contract Coversheet Please note:All information MUST be completely filled out and submitted to Clerk's Office within 48 hrs of execution. Date Submitted to Clerk: ) ( Department: dv?(oet Vendor Name: 1U)� ' 1 riec Sign Date: l b ( 2 Ending Date: Sty z 1Z-U2 Amount of Original Contract: ) i601 Is this an amendment or change order to original contract? Yes or No Amended Contract Amount: Purpose: Ati I(Cvh y� 1 V� Ik " " ri J TArtlyia For Clerk's Office to fill out Date uploaded to Gateway: HWC ENGINEERING 135 N. Pennsylvania Street, Suite 2800 Indianapolis, IN 46204 (317) 347-3663 AGREEMENT TO PROVIDE SERVICES This AGREE ENT TO PROVIDE SERVICES("Agreement") is recognized as being established the day of k , 2025 (the "Effective Date"), by and between HWC Engineering, Inc., of Indianapolis, Indiana (hereinafter referred to as "HWC") and City of Jeffersonville Redevelopment Commission, Indiana (hereinafter referred to as "CLIENT"), concerning the following: The Project name, location and address: Utica Pike Sidewalk Project - Construction Administration From Allison Lane to 6 Mile Lane Jeffersonville, IN The CLIENT's name and address: City of Jeffersonville Redevelopment Commission 500 Quartermaster Court Jeffersonville, IN 47113 The Project's designated CLIENT representative and his/her contact information (including title, address, phone number and email address): Andy Crouch City Engineer City of Jeffersonville Redevelopment Commission 500 Quartermaster Court Jeffersonville, IN 47113 The Project's designated HWC representative and his/her contact information(including title,address, phone number and email address): D. Paul Lincks, P.E. Roadway Dept Manager HWC Engineering 303 Scribner Drive, Suite 201 New Albany, IN 47150 Direct: 812-675-4139 Mobile: 812-225-1445 plincks@hwceneineering.com The applicable HWC Project number: 2025-037-S City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 1of9 WITNESSETH WHEREAS, the CLIENT desires to contract for certain professional services in connection with the following project(hereinafter the "Project"): Utica Pike Sidewalk Project - Construction Administration WHEREAS, HWC has expressed a willingness to provide the professional services for the Project; and WHEREAS, the parties hereto agree that HWC shall provide the services and documents hereinbefore and hereinafter described in relation to the Project; NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, agree as follows: SECTION I: SERVICES BY HWC The services to be performed by HWC under this Agreement are set out in Appendix "A", attached to this Agreement, and made an integral part hereof(hereinafter the "Services"). SECTION II: INFORMATION AND SERVICES TO BE FURNISHED BY THE CLIENT The information and services to be furnished by the CLIENT are set out in Appendix "B", attached to this Agreement and made an integral part hereof. SECTION III: NOTICE TO PROCEED AND SCHEDULE HWC shall begin the work to be performed under this Agreement upon receipt of the written notice to proceed from the CLIENT, and shall deliver the work to the CLIENT in accordance with the schedule contained in Appendix "C", attached to this Agreement, and made an integral part hereof. HWC shall not begin work prior to the date provided in the written notice to proceed. HWC acknowledges the importance to the CLIENT of the project schedule and agrees to put forth reasonable efforts in performing the services with due diligence under this Agreement in a manner consistent with that schedule attached. The CLIENT understands, however, that HWC's performance must be governed by sound professional practices. If in this Agreement, specific periods of time for rendering services are set forth or specific dates by which services are to be completed are provided, and if such periods of time or dates are changed through no fault of HWC,for reasons including, but not limited to, delay of state or municipal agencies in approvals or other governmental decisions, or delay in site or land acquisition, the rates and amounts of compensation provided herein shall be subject to equitable adjustment. SECTION IV: COMPENSATION HWC shall receive payment for the work performed under this Agreement as set forth in Appendix "D", attached to this Agreement, and made an integral part hereof. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 2 of 9 SECTION V: GENERAL PROVISIONS 1. Consultants and Subcontracting HWC shall, in its sole discretion and without approval of the CLIENT, have the right to employ such subconsultants and consultants (collectively hereinafter "Subconsultants") as HWC deems necessary to assist in the performance of furnishing of the Services. HWC shall not be required to employ any Subconsultants unacceptable to HWC. 2. Use and Ownership All reports, tables, figures, drawings, specifications, boring logs, field data, field notes, laboratory test data, calculations, estimates and other documents (hereinafter "Documents") prepared by HWC as instruments of service shall remain the property of HWC.The CLIENT shall be entitled to copies or reproducible sets of any of the Documents for information and reference in connection with use on the Project by CLIENT. HWC will retain all pertinent records relating to the services performed for a period of five (5) years following performance of work, during which period the records will be made available to the CLIENT at all reasonable times for inspection or copying. HWC agrees that the CLIENT is not required to use any plan, report, drawing, specifications, advice, map, document or study prepared by HWC and HWC waives all right of redress against the CLIENT if the CLIENT does not utilize same. Such Documents are not intended or represented to be suitable for reuse by CLIENT or others on extensions of the Project or any other project. Any such reuse or modification without written verification or adaptation by HWC, as appropriate for the specific purpose intended, shall be at CLIENT's sole risk and without liability or legal exposure to HWC. CLIENT shall indemnify and hold harmless HWC from all claims, damages, losses and expenses, including attorney's fees arising out of or resulting there from. CLIENT hereby acknowledges that due to the status of the Documents as instruments of professional service and the value associated therewith such designation,that HWC is entitled to enforce the prohibition against misuse of the Documents by CLIENT by obtaining an injunction to enjoin and restrain the unauthorized use of the Documents. Additionally, the improper utilization of the Documents hereunder shall be considered to be a breach of this Agreement and entitle HWC to all rights and remedies provided herein. 3. Compliance with State and Other Laws HWC specifically agrees that in performance of the services herein enumerated by HWC or by Subconsultants or anyone acting on behalf of either, that each will comply with all state, federal, and local statutes, ordinances and regulations in effect as of the effective date of this Agreement (the "Laws and Regulations"). Changes to these laws and regulations after the effective date of this Agreement may be the basis for modifications to CLIENT's responsibilities as provided in Appendix B or to HWC's Services (as provided in Appendix A), times of performance (as provided in Appendix C), or compensation (as provided in Appendix D). 4. Professional Responsibility HWC will exercise reasonable skill, care, and diligence in the performance of services and will carry out all responsibilities in accordance with customarily accepted professional engineering City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 3 of 9 practices. Failure by the CLIENT to report any defect or suspected defect to HWC within one (1) year from the completion of HWC's services for the Project shall relieve HWC of the obligation to cure the defect or suspected defect or any costs associated with the efforts to cure the defect or suspected defect. Neither the professional activities of HWC, nor the presence of HWC or its employees and sub- consultants at a construction/project site, shall relieve the construction professional or company contracted (hereinafter "CONTRACTOR") with the CLIENT to provide construction services of its obligations,duties and responsibilities, including, but not limited to,construction means, methods, sequence, techniques or procedures necessary for performing, superintending and coordinating the work in accordance with the contract documents and any health or safety precautions required by any regulatory agencies. HWC and its personnel have no authority to exercise any control over the CONTRACTOR or its employees in connection with their work or any health and safety programs or procedures. The CLIENT agrees that the CONTRACTOR shall be solely responsible for job site safety and warrants that this intent shall be carried out in the CLIENT's contract with the CONTRACTOR.The CLIENT also agrees that the CLIENT, HWC and HWC's sub-consultants shall be indemnified by the CONTRACTOR and shall be made additional insureds under the CONTRACTOR's policies of general liability insurance. HWC shall not be required to sign any documents, no matter by whom requested, that would result in HWC having to certify, guarantee or warrant the existence of conditions whose existence HWC cannot ascertain.The CLIENT also agrees not to make resolution of any dispute with HWC or payment of any amount due to HWC in any way contingent upon HWC's signing any such certification. HWC shall not be responsible for errors, omissions or deficiencies in the designs, drawings, specifications, reports or other services of the CLIENT or other consultants, including, without limitation, surveyors and geotechnical engineers, who have been retained separately by CLIENT. HWC shall have no liability for errors or deficiencies in its designs, drawings, specifications and other services that were caused, or contributed to, by errors or deficiencies (unless such errors,omissions or deficiencies were known or should have been known by HWC) in the designs, drawings, specifications and other services furnished by the CLIENT, or other consultants retained by the CLIENT. Additionally, HWC shall not be responsible for the use of the Documents by CLIENT, or consultants retained by the CLIENT,for any purposes other than in conjunction with the Project. HWC's opinions of probable construction costs provided under this Agreement are to be made on the basis of HWC's experience and qualifications and represent HWC's best judgment as an experienced and qualified professional within the industry. However, since HWC has no control over the cost of labor (including but not limited to wage scales for public works projects), materials (or changes in materials requested by CLIENT), equipment or services furnished by others, changes in applicable laws (including, but not limited to, building codes, flood plain designation,etc.)or over the CONTRACTOR's methods of determining prices or over competitive bidding or market conditions, HWC cannot and does not guarantee that proposals, bids or actual construction cost will not vary from opinions of probable construction costs prepared by HWC. 5. Status of Claims HWC shall be responsible for keeping the CLIENT currently advised as to the status of any known claims made for damages against HWC resulting from services performed under this City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 4 of 9 Agreement. HWC shall send notice of claims related to work under this Agreement to the CLIENT. 6. Insurance HWC shall at its own expense maintain in effect during the term of this contract the following insurance with limits as shown or greater: • General Liability (including automobile) with a combined single limit of $1,000,000.00. The CLIENT shall be named as an Additional Insured. HWC's insurance shall be written on a "primary" basis and the CLIENT's insurance program shall be in excess of all of HWC's available coverage. • Worker's Compensation at single limit of $1,000,000.00. Worker's Compensation shall include a Waiver of Subrogation endorsement in favor of CLIENT. • Professional Liability for protection against claims arising out of performance of professional services caused by negligent error, omission, or act in the amount of$2,000,000.00 • HWC shall provide to CLIENT Certificates of Insurance indicating the aforesaid coverage upon request of the CLIENT. • HWC shall name CLIENT as additional insured on General Liability and Auto Liability policy. HWC will require its Subconsultants to maintain Commercial General Liability, Auto Liability, Workers Compensation and Professional Liability coverages equal to or greater than maintained by HWC. Subconsultants shall also name HWC and CLIENT as additional insureds on General Liability and Auto Liability policy. CLIENT shall procure and maintain insurance as follows: • Commercial General Liability Insurance, with a per occurrence limit of not less than $2,000,000.00 CLIENT and HWC shall each deliver to the other certificates of insurance evidencing the coverage indicated in this Agreement. Such certificates shall be furnished prior to commencement of HWC's services and at renewals thereafter during the life of the Agreement. 7. Changes in Work In the event that either the CLIENT or HWC determine that a material change in scope, character or complexity of the work is needed after the work has progressed as directed by the CLIENT, both parties in the exercise of their reasonable and professional judgment shall negotiate the changes and HWC shall not commence the additional work or the change of the scope of the work until a supplemental agreement is executed and HWC is authorized in writing by the CLIENT to proceed. 8. Delays and Extensions HWC agrees that no charges or claim for damages shall be made by it for any minor delays from any cause whatsoever during the progress of any portion of the services specified in this Agreement. Any such delays shall be compensated for by an extension of time for such period as may be reasonably determined by the CLIENT,subject to HWC's approval. However, it being understood, that the permitting of HWC to proceed to complete any services, or any part of City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 5 of 9 them after the date to which the time of completion may have been extended, shall in no way operate as a waiver on the part of the CLIENT of any of its rights herein. 9. Abandonment Services may be terminated by the CLIENT and HWC by thirty (30) days' notice in the event of substantial failure to perform in accordance with the terms hereof by the other party through no fault of the terminating party so long as such nonperformance has not been caused by delays outside of the control of HWC. If so abandoned, HWC shall deliver to the CLIENT copies of all data, reports, drawings, specifications and estimates completed or partially completed along with a summary of the progress of the work completed within twenty (20) days of the abandonment. In the event of the failure by HWC to make such delivery upon demand, then and in that event HWC shall pay to the CLIENT any damages sustained by reason thereof. The earned value of the work performed shall be based upon an estimate of the portions of the total services as have been rendered by HWC to the date of the abandonment for all services to be paid for on a lump sum basis. HWC shall be compensated for services properly rendered prior to the effective date of abandonment on all services to be paid on a cost basis or a cost plus fixed fee basis. The payment as made to HWC shall be paid as the final payment in CLIENT's full settlement and release for the services hereunder unless otherwise provided hereunder. 10.Non-Discrimination Pursuant to Indiana and federal law, HWC and HWC's Subconsultants, if any, shall not discriminate against any employee or applicant for employment, to be employed in the performance of work under this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment because of race, color, religion, sex, disability, national origin or ancestry. Breach of this covenant may be regarded as a material breach of the Agreement. 11.Employment Eligibility Verification HWC affirms under the penalties of perjury that it does not knowingly employ an unauthorized alien. HWC shall enroll in and verify the work eligibility status of all its newly hired employees through the E-Verify program as defined in I.C. 22-5-1.7-3. HWC is not required to participate should the E-Verify program cease to exist. HWC shall require its Subconsultants,who perform work under this Contract,to certify to HWC that the Subconsultant does not knowingly employ or contract with an unauthorized alien and that the Subconsultant has enrolled and is participating in the E-Verify program. HWC agrees to maintain this certification throughout the duration of the term of a contract with a Subconsultant. The CLIENT may terminate for default if HWC fails to cure a breach of this provision no later than thirty (30) days after being notified by the CLIENT. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 6 of 9 12.Successor and Assigns The CLIENT and HWC each binds themselves and successors, executors, administrators and assigns to the other party of this Agreement and to the successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement;except as above, neither the CLIENT and HWC shall assign, sublet or transfer their interest in the Agreement without the written consent of the other. 13.Supplements This Agreement may only be amended, supplemented or modified by a written document executed in the same manner as this Agreement. 14.Governing Laws This Agreement and all the terms and provisions shall be interpreted and construed according to the laws of the State of Indiana, notwithstanding any state's choice of law rules to the contrary. Should any clause, paragraph, or other part of this Agreement be held or declared to be void or illegal,for any reason, by any court having competent jurisdiction,all other causes, paragraphs or part of this Agreement, shall nevertheless remain in full force and effect. Any and all actions to be litigated under this matter shall be initiated in Marion County, Indiana. This Agreement contains the entire understanding between the parties and no modification or alteration of this Agreement shall be binding unless endorsed in writing by the parties thereto. This Agreement shall not be binding until executed by all parties. 15.No Partnership This Agreement will not constitute, create, give rise to or otherwise recognize a joint venture, partnership or formal business organization of any kind between the parties, and the rights and obligations of the parties shall be only those expressly stated under this Agreement. Neither party shall represent itself as an employee or subcontractor of the other, nor is this Agreement or any related documents intended to be construed so as to make either party an employee or subcontractor of the other. Except as otherwise provided in this Agreement, neither party shall have the ability to bind the other to any agreement for payment of goods or services, nor shall it represent to any person that it has such ability. All expenses incurred by the parties hereto are their respective sole responsibility, unless otherwise provided for in this Agreement. 16.Rights and Benefits HWC's services will be performed solely for the benefit of the CLIENT and not for the benefit of any other persons or entities. 17.Disputes All claims or disputes of HWC and the CLIENT arising out of or relating to the Agreement, or the breach thereof after notice and a reasonable opportunity to cure, shall be first submitted to non-binding mediation. If a claim or dispute is not resolved by mediation,the party making the City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 7 of 9 claim or alleging a dispute shall have the right to institute any legal or equitable proceedings in a court located in Marion County, Indiana. 18.Indemnities HWC and the CLIENT each agree to indemnify and hold the other harmless, and their respective officers, employees, agents, and representatives from and against liability for all claims, losses,damages,and expenses, including reasonable attorney fees,to the extent such claims, losses, damages, or expenses are caused by the indemnifying party's negligent acts, errors, or omissions. In addition to the indemnity of this Agreement, and to the fullest extent permitted by law, CLIENT shall indemnify and hold harmless HWC, HWC's Subconsultants and the officers, directors, partners, employees of HWC, from and against all costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals, and all court or arbitration or other dispute resolution costs) caused by, arising out of or resulting from the presence of asbestos,toxic materials, or any other hazardous,toxic or dangerous environmental condition,on or about the Project site(the"Site"),whether known or unknown to CLIENT, provided that nothing in this Article shall obligate CLIENT to indemnify any individual or entity from and against the consequences of that individual's or entity's own negligence or willful misconduct. The CLIENT agrees to extend any and all liability limitations and indemnifications for performance of services under this Agreement to, in and including, but not limited to HWC's officers and employees, their heirs and assigns, and HWC's Subconsultant's their heirs and assigns. 19.Complete Agreement This Agreement, and all other referenced exhibits which form a part of this Agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof and shall be deemed to supersede all prior and contemporaneous agreements, representations, and understandings, whether written or oral, and the same shall be deemed to have been merged into this Agreement 20.Notice Any notice contemplated herein or required or permitted to be given hereunder shall be in writing and shall be deemed to be given when delivered personally or sent by registered or certified mail, postage prepaid, return receipt requested to the parties at the addresses set forth in the preamble of this Agreement, or to such other address as either party may have last specified by written notice to the other. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 8 of 9 IN WITNESS WHEREOF,the CLIENT and HWC have signed this Agreement in duplicate.One counterpart each has been delivered to the CLIENT and HWC. This Agreement will be effective on (t.i)iritEft? it( , 2025. "CLIENT" "HWC" City of Jeffersonville HWC Engineering, Inc. Redevelopment Commission By: By: Printed: Scott Hawkins Printed: y Swan, PE Title: Redevelopment Commission Title: Vice President, Transportation & President Construction Inspection Div. Date: ZZ LZ Date: January 27, 2025 City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Page 9 of 9 APPENDIX "A" SERVICES BY HWC HWC will provide construction administration phase services for the Project. Services include two site visits per week (one by an inspector and one by an engineer) while the Contractor is actively working. Construction administration including the following: - Attend and run the pre-construction meeting; provide meeting minutes and distribute. - Based on a 5-month project duration, 2 site visits per week by either an engineer or inspector. - Provide a written record of site visits. - Monthly progress meetings with city and contractor; provide meeting minutes and distribute. - Review and approve shop drawings. - Review and respond to contractor's 'request for information'. - Review and approve contractor's invoices. - Conduct a substantial completion site review with punch list. - Conduct a final walk thru. - Review and scan contractor as-builts for owner. - Produce record project manual for owner. - Project coordination with City and contractor. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Appendix"A" Page 1 of 1 APPENDIX "B" INFORMATION AND SERVICES TO BE FURNISHED BY THE CLIENT If requested by HWC, the CLIENT shall, within a reasonable time, so as not to delay the services of HWC: 1. Provide full information as to HWC's requirements for the Project. 2. Assist HWC by placing at HWC's disposal all available information pertinent to the assignment including previous reports and any other data relative thereto. 3. Examine all studies, reports, sketches, Drawings, Specifications, proposals and other documents presented by HWC, obtain advice of an attorney, insurance counselor, and other Engineers as CLIENT deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time or as provided in an agreed schedule so as not to delay the services of HWC. 4. Give prompt written notice to HWC whenever CLIENT observes or otherwise becomes aware of any defect in the Project. 5. Furnish all existing approvals or permits from all governmental authorities having jurisdiction over the Project. HWC will assist the CLIENT in identifying and procuring any additional permits associated with this Project or as identified in this Agreement or "Services by the HWC/the Engineer". 6. Arrange for access to and make all provisions for HWC to enter upon public and private property as required for HWC to perform services under this Agreement. 7. Obtain necessary easements and right-of-way for construction of the Project, including easement and right-of-way descriptions, property surveys and boundary surveys. 8. Furnish to HWC, as requested by HWC or as required by the Contract Documents, data prepared by or services of others, including exploration and tests of subsurface conditions at or contiguous to the site, drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the site. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Appendix"B" Page 1 of 1 APPENDIX "C" NOTICE TO PROCEED AND SCHEDULE HWC acknowledges the importance to the CLIENT of the project schedule and agrees to put forth reasonable efforts in performing the services with due diligence under this Agreement in a manner consistent with the schedule below: Activity Schedule Construction Administration 5 months City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Appendix`C" Page 1 of 1 APPENDIX "D" COMPENSATION HWC shall receive payment from CLIENT for the work performed under this Agreement,as listed below: Activity Fee Compensation Type Construction Administration $50,000 Hourly, Not to Exceed If additional engineering or other services, not listed within "Appendix "A" Services by HWC" related section of this Agreement,are requested in writing by the CLIENT, HWC shall receive payment for such extra work, either by a lump sum fee determined and agreed to by the CLIENT and HWC prior to the commencement of such work and in writing, or on an hourly basis plus reasonable expenses as specified on the "Hourly Rates and Reimbursable Expenses Schedule" included herein. When lump sum payment is utilized, payment shall include all labor and expenses(for the scope of work as defined in the agreement) incurred by HWC and shall not exceed the fixed payment amount without prior authorization of the CLIENT. HWC shall submit monthly invoices to the CLIENT for the estimated portion of the total services actually completed at the time of the billing. The value of the lump sum services work completed is determined by multiplying the percentage of work completed by the total fee established. The "Hourly Rates and Reimbursable Expenses Schedule" identified in this Agreement are subject to change each December 31st without notification or modification to this Agreement. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Appendix"D" Page 1of2 HWC Engineering, Inc. 2025 Hourly Billing Rates Position Hourly Rate($) Principal 250.00 Sr. Team Lead 230.00 Sr. Project Manager 210.00 Project Manager 180.00 Sr. Project Engineer 175.00 Project Engineer I 145.00 Project Engineer II 125.00 Sr. Designer/Technician 135.00 Designer/Technician 110.00 Project Coordinator 100.00 Landscape Architect I 135.00 Landscape Architect II 110.00 Planner I 135.00 Planner II 110.00 Project Surveyor I 140.00 Project Surveyor II 125.00 Survey Crew Lead I 130.00 Survey Crew Lead II 110.00 Survey Member I 90.00 Survey Member II 80.00 Clerical Support 80.00 Inspection Manager 185.00 Sr. Inspector 140.00 Construction Inspector I 120.00 Construction Inspector II 110.00 Intern 70.00 REIMBURSABLE EXPENSES • Direct Travel Expense- including mileage (the current rate allowed by the IRS), air fare, car rental, lodging, meals, large blueprint and copying runs, etc. • Large format black and white prints at$.40 per square foot. • Plots at$2.00 per square foot. • Black and white copies at$.10 per sheet. • Color copies at$.50 per sheet. • USBs at$25.00 each. • Actual cost photographs and postage and other expenses. • Expenses will be billed at cost plus a 10%administrative fee. • Hours worked in excess of 8 hours per day or 40 hours per week will be billed at an overtime rate of 1.5 times the rates listed for non-exempt employees. City of Jeffersonville Redevelopment Commission Utica Pike Sidewalk Project - Construction Administration Appendix"D" Page 2 of 2