This is the second in a three-part series on this blog addressing interpretations and clarifications of construction documents, comprised of: (a) Part 1 – Introduction to Resolving Conflicts, Ambiguities, and Discrepancies in Construction Documents; (b) Part 2 - Procurement and Construction Stages, and (c) Part 3 - “Order of Precedence” Clauses. Because construction documents are prepared by fallible personnel, a certain extent of conflicts, ambiguities, and discrepancies is typically inevitable. The first installment in this series addressed whether the term, “request for interpretation” or “request for information” (RFI) should be employed; which entity should interpret the intent of the construction documents, and why; and typical locations within the construction documents where requirements regarding interpretations and clarifications are set forth. This installment addresses the details of interpretations and clarifications during a project’s bidding or procurement stage, and the subsequent construction stage.

Interpretations and Clarifications During Procurement

Procurement stage RFIs may be submitted by a prospective bidder, subcontractor, supplier, or anyone with an interest in the award of the contract. RFIs during procurement are usually not submitted on an RFI form. Rather, the most common types of procurement stage RFIs observed by this writer are emails or other, written forms of communication submitted to the entity administering the procurement or bidding process (such as the design professional or construction manager as advisor (CMa)). Thus, the format and content of procurement stage RFIs can vary considerably from one RFI to the next. Occasionally, it may even be unclear whether a procurement stage written communication is a request for interpretation or clarification of the bidding documents or request for proposal (RFP) documents. Greater clarity may be achieved by incorporating into the instructions to bidders language such as the following:

1. Requests for interpretation or clarification of the Bidding Documents may be submitted via e-mail to [Architect’s] [Engineer’s] contact person indicated immediately below. E-mail requests for interpretation or clarification shall include a subject line reading “RFI for [Project],” followed by pertinent words indicating the specific matter of the request.  Such requests may also be submitted on paper via US Mail or courier, and shall clearly indicate the same subject description as required for e-mail requests. All such requests must clearly indicate: (1) the Bidder’s organization name and contact information, (2) the specific element of the Bidding Documents to which the request is relevant (such as Drawing number, Specifications section number and paragraph number), and (3) a complete description of the request. More than one request may be indicated in each such transmittal.

2. Submit to: [Indicate Architect’s or Engineer’s contact information, including contact person name and e-mail address, together with mailing address].

3. Other than potential oral or written (typically e-mail) acknowledgement of receipt of such request or question, Owner and Engineer will not respond directly. Response, if deemed necessary, will be via Addendum.

As indicated in the final paragraph of the suggested text, immediately above, the design professional, CMa, and owner should typically avoid responding directly to procurement stage RFIs. Rather, necessary clarifications and revisions should be issued only via addendum. Occasionally, design professionals, CMa’s, or owners assemble all questions received during the procurement stage, together with responses, into a single “Questions-and-Answers” document, which is subsequently distributed to all entities that obtained the bidding documents or RFP documents from official sources. Regarding this practice, EJCDC C-001—2018, Commentary on the 2018 EJCDC Construction Documents, includes the following:

“Some Owners or Engineers engage in the practice of preparing comprehensive “Question and Answer” documents that include all questions received during the bidding phase to date and the Engineer’s or Owner’s responses to each; the “Q&A” document is often distributed to all plan holders registered with the Issuing Office. Such documents, while doubtless well intentioned, have the potential to undermine or conflict with the duly prepared Addenda and other Contract Documents. EJCDC does not recommend the use of Q&A documents; if such a document is issued, extreme care should be taken in preparing its content. As stated in [EJCDC] C 200 [—2018, Instructions to Bidders for Construction Contract, Paragraph] 7.04, only responses set forth in an Addendum are binding.” (Bracketed text indicated above is not part of the original and was included here for clarity.)

Interpretations and Clarifications During Construction

The construction stage commences after the construction contract is signed by both parties and becomes effective. Thereafter, and continuing until final payment to the contractor, requirements concerning interpretations and clarifications, set forth in the general conditions and associated supplementary conditions (if any), and the specifications of “Division 01 – General Requirements” apply. Contractual requirements for construction stage requests for interpretation or clarification are typically more detailed than parallel requirements in effect during the bidding or procurement stage and frequently require using prescribed forms. 

During construction, communications must comply with contractual procedures, which typically stipulate that communications, including RFIs and clarification notices, be routed through either the design professional or CMa. Either the owner or contractor may submit RFIs, although most RFIs are typically submitted by the contractor. In practice, many owners forego formally submitting RFIs to their own design professional or CMa, in favor of obtaining interpretations or clarifications via less formal methods, although such “interpretations” may, potentially, be non-binding. Regardless, RFIs and associated interpretations and clarifications should never be oral. Rather, all RFIs and clarification notices should be in writing. 

Because RFIs often originate with construction subcontractors or suppliers, such RFIs need to be properly transmitted up through the chain of command, following lines of contractual privity. Subcontractors and suppliers should not attempt to submit RFIs to, or obtain interpretations or clarifications directly from, the design professional or CMa. Similarly, when the design professional’s team includes one or more subconsultants, construction subcontractors and suppliers, and design professional subconsultants, should typically not communicate directly with each other, unless the contractor and design professional (prime consultant) agree to such direct communication. Using online document management systems during construction often helps preserve appropriate lines of communication, including those related to transmitting RFIs and clarification notices. 

Before preparing a RFI, construction contract documents typically require that the contractor first carefully review, and become familiar with, the contract documents, applicable laws, codes, and regulations, reference standards expressly cited in the contract documents, and suppliers’ written instructions, as well as correlate the contractor’s field measurements with dimensions shown on the drawings, and reasonably verify prevailing conditions at the site. RFIs submitted where the contractor obviously failed to perform such obligations may properly be returned by the receiving entity without a formal response, indicating the reason for its return.

RFIs should be submitted as promptly as possible after the apparent conflict, ambiguity, or discrepancy is discovered. Suppliers, subcontractors, the contractor, and the owner should not delay preparing and submitting RFIs, which often require only a modest investment of time to prepare and transmit, because such delays have real potential to adversely affect the construction. Widely used standard general conditions require that the contractor obtain interpretations and clarifications, or an appropriate contract modification, before proceeding with the associated work, except in an emergency.  However, because of the Spearin Doctrine, the contractor typically cannot be held accountable for failing to detect “latent” conflicts, ambiguities, discrepancies, errors, and omissions in the contract documents. While the contractor typically has an express, contractual obligation to promptly request interpretations and clarifications, when a conflict, ambiguity, or discrepancy is apparent, it may be challenging to prove or enforce what the contractor “should have known”, and when. 

Most RFI forms are relatively simple, often comprising only one page. Widely used examples include AIA G716—2004, Request for Information (RFI), and CSI Form 13.2.A, “Request for Information”, each of which includes a header indicating the transmitting entity and contract information, together with the subject of the RFI and citations to the applicable provisions of the contract documents. The page includes space for the entity requesting the interpretation or clarification to present the request in detail, together with space for the responding entity, which is often the design professional, to furnish the interpretation or clarification. The bottom of such forms typically includes space for signatures by the person issuing the RFI and the person issuing the response. When an online document management system is used, electronic forms for RFIs and the associated response are typically very similar to the AIA and CSI forms mentioned above.

RFI language, together with the associated response, should be consistent with the axioms of the Construction Specifications Institute (CSI): clear, concise, complete, and correct. Vague or ambiguous wording should be avoided. Where necessary, RFIs and their responses may include attachments, such as sketches, photographs, drawings, specifications, or other appropriate documents. RFI responses and clarification notices should be based on reasonably inferable interpretations of the contract documents. Impartial third-parties called upon in appeals of interpretations and clarifications may disagree with a RFI response or clarification notice that “stretches” inferable contractual requirements (see: Partisan Professionals: Contractors Deserve Ethical Treatment, previously published on this writer’s blog). 

RFIs and clarification notices should be properly tracked by both the contractor as well as the design professional and CMa, if any. When tracked manually, CSI’s Form 13.2B, “Request for Information Log” and CSI Form 13.3B, “Clarification Notice Log”, may serve as useful examples. When an online document management system is used, the system will typically be capable of automatically generating updated logs.

RFI responses and clarification notices are not contract documents, nor are they contract modifications. Rather, RFI responses and clarification notices serve only to clarify the reasonably-inferable requirements of the contract documents. In the relatively common case when a RFI response identifies the need for a contract modification, such as a change order or field order/architect’s supplemental instructions, an associated contract modification should be promptly issued, preferably concurrently with the RFI response. The response to such a RFI might be something like, “The RFI identifies the need for an appropriate contract modification, separately issued. Refer to the [Architect’s] [Engineer’s] proposal request, transmitted concurrently with this RFI response.”  Because RFI responses and clarification notices are not contract documents, they should never attempt to modify the contract by directing a change in the required scope and quality of the construction. When either party to the contract believes that a RFI response or clarification notice has potential to affect the contract price, contract times, or both, such party should promptly comply with the contract’s notice provisions and requirements concerning changes and claims.

Standard contract documents in widespread use in the United States require that RFI responses be issued, “promptly”, but do not stipulate a maximum time limit. For example, EJCDC C-700—2018, Standard General Conditions of the Construction Contract, Paragraph 3.04.B, states in part, “Engineer will, with reasonable promptness, render a written clarification, interpretation, or decision on the issue submitted, or initiate an amendment or supplement to the Contract Documents.” Similarly, AIA A201—2017, Standard General Conditions of the Contract for Construction, Section 4.2.11, states in part, “The Architect will interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect’s response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness.” While many RFI forms include space for the requestor to indicate a preferred time period for the response, the number of days requested should be reasonable for the RFI. Design professionals and CMa’s should recognize the need for prompt responses and understand that delayed responses may result in a corresponding delay in the construction (see: Delays in Construction—A Common Source of Claims, previously published on this writer’s blog. The reason why neither AIA nor EJCDC indicates a specific number of days by which RFI responses will be issued is because it is impossible to foresee, during preparation of the construction documents, the effort and time required to render an interpretation. While most RFI responses typically require relatively little time and effort, some RFI’s necessitate considerable evaluation, with commensurate time requirements. All project participants affected by the RFI should endeavor to furnish and respond to RFIs, and implement necessary follow-up, as promptly as possible. 

Clarification notices may be issued by the appropriate entity, typically the design professional or CMa, when the need is identified for an interpretation or clarification before either party to the contract has submitted a RFI. In general, procedures for preparing and issuing clarification notices are similar to those associated with RFIs. While CSI Form 13.3A, “Clarification Notice”, presents a basic, reasonable format for clarification notices, some design professionals, CMa’s, or owners might prefer language such as the following, in the Division 01 specifications: “Written clarifications will be issued as correspondence or using clarification notice form acceptable to [Architect] [Engineer], with additional information as necessary.“ When clarification notices are issued as written correspondence, such as an email or letter, the item’s subject line should include words such as, “CLARIFICATION NOTICE”, to clearly indicate its purpose. Failure to do so on a regular basis may have potential for project participants to later contend that an item of routine correspondence had been interpreted as a clarification notice. 

The contract documents should require that a copy of all RFI responses and clarifications be maintained at the site, with the contractor’s record copy of the contract documents. RFI responses and clarifications, together with a record copy of all duly issued contract modifications, should be maintained on site for easy access by the parties, design professional, and CMa (if any).

When the design professional or CMa is unable to render an interpretation or clarification in good faith, whether because of lack of expertise or because the RFI is incomplete or poorly drafted, a prompt, written communication is necessary. When the initial RFI is unclear or incomplete, the initial response should clearly indicate the specific lack of clarity and establish a specific, reasonable deadline by which complete information should be furnished. When the entity responding to the RFI is unable to render an interpretation, because the RFI addresses matters outside the recipient’s scope of services or expertise, the receiving entity should promptly so advise both the owner and contractor, in writing, indicating the reasons it is unable to render an interpretation. In such event, the owner and contractor will likely need to mutually resolve the matter.

Similar to how perfection in preparing the construction documents is likely unreasonable, prompting the need for interpretations, clarifications, and modifications, the potential also exists for misinterpretations. In recognition of this, EJCDC C-700—2018, Paragraph 10.06.A, states in part, “In rendering such decisions and judgments, Engineer […] will not be liable to Owner, Contractor, or others in connection with any proceedings, interpretations, decisions [on the acceptability of the Work], or judgments conducted or rendered in good faith.” Similarly, AIA A201—2017, Section 4.2.12, states in part, “When making such interpretations and decisions, the Architect […] will not be liable for results of interpretations or decisions rendered in good faith.” Original text of the foregoing quotes was modified by bracketed text for clarity. 

Either party may disagree with an interpretation or clarification. AIA A201—2017 does not appear to address the parties’ recourse in appealing the architect’s interpretations, although Section 4.2.13 states “The Architect’s decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents”, implying that neither party has any recourse relative to interpretations and clarifications concerning the architect’s artistic expression, as represented in the construction documents. However, many RFIs and clarification notices address matters other than the project’s aesthetics or artistic expression.  Therefore, when the contract documents include AIA A201, either the supplementary conditions or the Division 01 specifications should indicate how the owner or contractor may appeal the architect’s interpretation. Unless the contract documents include requirements for the parties’ to amicably negotiate changes prior to initiation of a formal claim, then the most likely recourse in appealing the architect’s interpretation would be filing a claim under A201 Section 15.1. EJCDC C-700—2018, Paragraph 3.04.B, provides greater clarity, stating in part “Engineer’s written clarification, interpretation, or decision will be final and binding on Contractor, unless it appeals by submitting a Change Proposal, and [will be final and binding] on Owner, unless it appeals by filing a Claim.” Original text of the foregoing quote was modified by adding bracketed text for clarity. 

Conclustions

Requirements in the instructions to bidders concerning RFIs submitted during the bidding or procurement stage are typically succinct and often establish a time limit by which such requests are due prior to the date that bids or proposals must be submitted. More robust contractual requirements typically govern construction stage RFIs. RFIs should be submitted promptly, in accordance with procedural requirements in the contract, and the responding entity should typically endeavor to furnish a response as soon as reasonably possible. RFIs and clarification notices should be tracked and appropriately logged, and copies thereof retained at the construction site, together with the record copy of the contract documents, for ease of access. Interpretations and clarifications should be rendered impartially and, optimally, the contract documents should clearly address how the owner and contractor may appeal an interpretation or clarification.

The forthcoming final installment in this series will address “order of precedence” clauses used in construction documents.

Acknowledgements: The author gratefully acknowledges the assistance of James K. Lowe, Jr., Esq., who kindly reviewed and commented on drafts of this article. Mr. Lowe is an attorney and licensed professional engineer (VA, emeritus), who has more than 45 years’ experience in the A/E industry. The author is solely responsible for the content of this article.

Original text Copyright 2025 by Kevin O’Beirne.

The content of this blog post is by the author alone and should not be attributed to any other individual or entity. The author of this blog post is not an attorney and nothing in this blog post constitutes legal advice. Readers in need of legal advice should consult with a qualified, experienced attorney.

Kevin O’Beirne, PE, FCSI, CCS, CCCA is a professional engineer licensed in NY and PA with over 35 years of experience designing and constructing water and wastewater infrastructure for public and private clients.  He is the engineering specifications manager for a global engineering and architecture design firm.  He has been a member of various CSI national committees and is the certification chair of CSI’s Buffalo-Western New York Chapter.  He is an ACEC voting delegate in the Engineers Joint Contract Documents Committee (EJCDC) and lives and works in the Buffalo, NY area. Kevin O’Beirne’s LinkedIn page.