Addendum 3 - MSU RFQ Design-Builder for the MSU Gallatin College (see original document above)

ADDENDUM #3
TO THE RFQ DOCUMENT
FOR DESIGN BUILD SERVICES
MSU GALLATIN COLLEGE
A/E#2025-07-05
Date: June 29, 2025
Changes to the RFQ document and answers to questions asked by firms
are as follows:
Tracked changes versions of the DBIA 530 and 535.
Copies attached
In regards to Exhibit D, are the Site Visits listed under the Carpentry and Welding program requirements
sites that Gallatin College has already visited, or still intend to visit during design?
Site visits will be done after the PDB team is selected and in collaboration with the selected PDB team.
Sections 4.3.3 and 5.3 define different structures for the Technical & Management Qualifications section
of the RFQ response.
* Section 4.3.3 requires:
o Team Organization
o Demonstrated History of Successful Projects Similar in Scope and Complexity
o Achieving Innovation in Facility Functionality
o Project Controls and Transparency
* Section 5.3 requires:
o Team Organization and Collaborative Process
o Efficient Facility Design
o Project Controls and Transparency
o Efficient Scheduling, Sequencing, and Means & Methods
These do not directly align (e.g., 'efficient scheduling, sequencing, and means and methods' is not listed
in 4.3, while 'demonstrated history of similar projects' is not a standalone section in 5.3).
Requested Clarification:
1. Should proposers structure the SOQ to follow Section 4.3.3 or Section 5.3?
The outline in Section 5.3 should be followed.
2. Confirm that "Demonstrated History of Successful Projects" should be addressed through 'Exhibit
B Identification of Projects Form' rather than as a standalone section in the 'Technical &
Management Qualifications' portion of the SOQ.
Address in Exhibit B
Article 4.1.1 refers to the State's file transfer service.
The link for this service is https://transfer.mt.gov
[END OF ADDENDUM #3]

DBIA Contract Document #530
NOTE: THE CONTRACT IS BASED ON A MODIFIED VERSION OF THE DBIA #530 AND #535
DOCUMENTS. A TRACKED CHANGES VERSION OF THE DOCUMENTS WILL BE MADE
AVAILABLE TO PROPOSERS UPON WRITTEN REQUEST.
Standard Form of
Agreement Between
Owner and Design-
Builder - Cost Plus
Fee with an Option
for a Guaranteed
Maximum Price
Document No. 530
Third Edition, 2022
(C) Design-Build Institute of America
DBIA Document No. 530 Page 1
W(C) a20s2h2 iDnegsitgon-nB,u iDld .InCst.itute of America

TABLE OF CONTENTS
Article Name Page
Article 1 Scope of Work ............................................................................................... 2
Article 2 Contract Documents ...................................................................................... 2
Article 3 Interpretation and Intent ................................................................................ 2
Article 4 Ownership of Work Product ........................................................................... 3
Article 5 Contract Time ................................................................................................ 4
Article 6 Contract Price .............................................................................................. 75
Article 7 Procedure for Payment ........................................................................... 1418
Article 8 Termination for Convenience .................................................................. 1520
Article 9 Representatives of the Parties ................................................................ 1620
Article 10 Bonds and Insurance ............................................................................. 1721
Article 11 Other Provisions ..................................................................................... 1721

Standard Form of Agreement Between
Owner and Design-Builder - Cost Plus Fee with
an Option for a Guaranteed Maximum Price
This document has important legal consequences. Consultation with
an attorney is recommended with respect to its completion or modification.
This AGREEMENT is made as of the day of
in the year of 20 , by and between the following parties, for services in connection with the Project
identified below:
OWNER:
(Name and address)
)
State of Montana
DESIGN-BUILDER:
(Name and address)
PROJECT:
(Include Project name and location as it will appear in the Contract Documents)
MSU Gallatin College Progressive Design-Build Project
DBIA Document No. 530
Standard Form of Agreement Page 1
(C) 2022 Design-Build Institute of America; edits (C) 2023 Thaxton Parkinson PLLC

In consideration of the mutual covenants and obligations contained herein, Owner and Design-Builder
agree as set forth herein.
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Article 1
Scope of Work
1.1 Design-Builder shall perform all design and construction services, and provide all material,
equipment, tools and labor, necessary to complete the Work described in and reasonably inferable from
the Contract Documents.
Article 2
Contract Documents
2.1 The Contract Documents are comprised of the following:
2.1.1 All written modifications, amendmentsContract Amendments, minor changes and Change
Orders to this Agreement issued in accordance with DBIA Document No. 535, Standard Form of
General Conditions of Contract Between Owner and Design-Builder (2022 Edition, as amended)
("General Conditions of Contract");"), including but not limited to the GMP Amendment in
accordance with Section 6.6 herein, provided such Amendment is executed between the parties;
2.1.2 The GMP Exhibit referenced in Section 6.6.1.1 herein or, if applicable, the GMP Proposal
accepted by Owner in accordance with Section 6.6.2 herein;
2.1.3 This Agreement, including all exhibits (list, for example, performance standard
requirements, performance incentive arrangements, markup exhibits, allowances, unit prices or
exhibit detailing offsite reimbursable personnel) but excluding, if applicable, the GMP
ExhibitAmendment;
2.1.4 .1 Exhibit A: Owner's Project Criteria
.2 Exhibit B: Insurance Exhibit - Design-Builder's Insurance Requirements
.3 Exhibit C: Phase 1 and 2 Scope of Services
.4 Exhibit D: Validation Period Level of Effort
.5 Exhibit E: Hourly Rates, Unit Prices, and Allowance Items
.6 Exhibit F: Contract Amendment Forms
.7 Exhibit G: Change Order Forms
2.1.3 The General Conditions of Contract; and
2.1.5 Construction Documents4 Submittals prepared and approved in accordance with
Section 2.4 of the General Conditions of Contract and Exhibit C for the Project, the most recent
approved documents governing over previously approved documents.
Article 3
Interpretation and Intent
3.1 Design-Builder and Owner, prior to execution of the Agreement (and again, if applicable, at the
time of acceptance of the GMP Proposal by Owner in accordance with Section 6.6.2 hereof),, shall carefully
review all the Contract Documents, including but not limited to the various documents comprising the Basis
of Design DocumentsOwner's Project Criteria, for any conflicts or ambiguities. Design-Builder and Owner
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will discuss and resolve any identified conflicts or ambiguities prior to execution of the Agreement or, if
applicable, prior to Owner's acceptance of the GMP Proposal.
3.2 The Contract Documents are intended to permit the parties to complete the Work and all obligations
required by the Contract Documents within the Contract Time(s) for the Contract Price. The Contract
Documents are intended to be complementary and interpreted in harmony so as to avoid conflict, with
words and phrases interpreted in a manner consistent with construction and design industry standards. In
the event inconsistencies, conflicts, or ambiguities between or among the Contract Documents are
discovered after execution of the Agreement, or if applicable, after Owner's acceptancethe parties'
execution of the GMP ProposalAmendment, Design-Builder and Owner shall attempt to resolve any
ambiguity, conflict or inconsistency informally, recognizing that the Contract Documents shall take
precedence in the order in which they are listed in Section 2.1 hereof. (Note, the parties are strongly encouraged to
establish in the GMP Exhibit or GMP Proposal (as applicable) the priority of the various documents comprising such exhibit or
proposal.) and as set forth in any Contract Amendment, with the most recent documents governing over prior
documents.
3.3 Terms, words and phrases used in the Contract Documents, including this Agreement, shall have
the meanings given them in the General Conditions of Contract.
3.4 If Owner's Project Criteria contain design or prescriptive specifications: (a) Design-Builder shall be
entitled to reasonably rely on the accuracy of the information represented in such design or prescriptive
specifications and their compatibility with other information set forth in Owner's Project Criteria, including
any performance specifications; and (b) Design-Builder shall be entitled to an adjustment in the Contract
Price and/or Contract Time(s), for the purposes of developing the Scope of Services for the Validation
Period, the Validation Period Not to Exceed Amount, and the Design-Builder's Fee Percentage set forth in
Design-Builder's Proposal. However, during the Validation Period in Phase 1, Design-Builder is required to
perform an independent evaluation of all Owner Provided Information, including but not limited to any design
or prescriptive specifications as required in Exhibit C. Further, regardless of the inclusion of design or
prescriptive specifications or criteria, Design-Builder shall remain responsible for meeting the performance
requirements of the Project, including but not limited to the requirements that the Project meet the Owner's
Project Criteria, the Initial Project Scope, the Basis of Design Documents as well as all applicable Legal
Requirements. Provided Design-Builder complies with other requirements set forth in this Agreement such
as those regarding notice of claims to Owner and identification of differing site conditions, Design-Builder
shall be entitled to an adjustment in the Scope of Services for the Validation Period Scope, the Validation
Period Not to Exceed Amount and/or the Design-Builder's Fee Percentage, but only to the extent Design-
Builder's cost and/or time of performance have been adversely impacted by such inaccurate design
specification. or prescriptive specifications that are inconsistent with meeting the performance
requirements.
3.5 The Contract Documents form the entire agreement between Owner and Design-Builder and by
incorporation herein are as fully binding on the parties as if repeated herein. No oral representations or
other agreements have been made by the parties except as specifically stated in the Contract Documents.
The Contract Documents may not be changed, modified, or altered except in writing signed by the parties.
Article 4
Ownership of Work Product
4.1 Work Product. All drawings, specifications and other documents and electronic data, including
such documents identified in the General Conditions of Contract, furnished by Design-Builder to Owner
under this Agreement ("Work Product") are deemed to be instruments of service and Design-Builder shall
retain the ownership and property interests therein, including but not limited to any intellectual property
rights, copyrights and/or patents, subject to the provisions set forth in Sections 4.2 through 4.5 below.
4.2 Owner's Limited License upon Project Completion and Payment in Full to Design-Builder.
Upon Owner's payment in full for all Work performed under the Contract Documents, Design-Builder shall
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grant Owner a limitedan unlimited license to use the Work Product in connection with Owner's occupancy
of the Project or on other Projects, conditioned on Owner's express understanding that itsOwner's use or
alteration of the Work Product without the involvement of Design-Builder is at Owner's sole risk and without
liability or legal exposure to Design-Builder or anyone working by or through Design-Builder, including
Design Consultants of any tier (collectively the "Indemnified Parties"), and on Owner's obligation to provide
the indemnity set forth in Section 4.5 below.
[At the parties' option, the following may be used in lieu of Section 4.2.]
Upon Owner's payment in full for all Work performed under the Contract Documents, Design-
Builder: (a) grants Owner a limited license to use the Work Product in connection with Owner's occupancy
of the Project; and (b) transfers all ownership and property interests, including but not limited to any
intellectual property rights, copyrights and/or patents, in that portion of the Work Product that consists of
architectural, engineering and other design elements and specifications that are unique to the Project. The
parties shall specifically designate those portions of the Work Product for which ownership in the Work
Product shall be transferred. Such grant and transfer are conditioned on Owner's express understanding
that its alteration of the Work Product without the involvement of Design-Builder is at Owner's sole risk and
without liability or legal exposure to Design-Builder or anyone working by or through Design-Builder,
including Design Consultants of any tier (collectively the "Indemnified Parties"), and on Owner's obligation
to provide the indemnity set forth in Section 4.5 below.
4.3 Owner's Limited License upon Owner's Termination for Convenience or Design-Builder's
Election to Terminate. If Owner terminates this Agreement for its convenience as set forth in Article 8
hereofSection 11.6 of the General Conditions of Contract, or if Design-Builder elects to terminate this
Agreement in accordance with Section 11.4 of the General Conditions of Contract, Design-Builder shall,
upon Owner's payment in full of the amounts due Design-Builder under the Contract Documents, grant
Owner a limited license to use the Work Product to complete the Project and subsequently occupy,
maintain, and furbish the Project, and Owner shall thereafter have the same rights as set forth in Section
4.2 above, conditioned on the following:
4.3.1 Use of the Work Product is at Owner's sole risk without liability or legal exposure to any
Indemnified Party, and on Owner's obligation to provide the indemnity set forth in Section 4.5 below,
and
4.3.2 Owner agreesshall not be required to pay Design-Builder the additional sum of
Dollars ($ ) as compensation for the right to use the Work Product to complete the
Project and subsequently use the Work Product in accordance with Section 4.2 if Owner resumes
the Project through its employees, agents, or third parties.
4.4 Owner's Limited License upon Design-Builder's Default. If this Agreement is terminated due to
Design-Builder's default pursuant to Section 11.2 of the General Conditions of Contract, then Design-
Builder grants Owner a limited license to use the Work Product to complete the Project and subsequently
occupy the Project, and Owner shall thereafter have the same rights and obligations as set forth in Section
4.2 above. Notwithstanding the preceding sentence, if it is ultimately determined that Design-Builder was
not in default, Owner shall be deemed to have terminated the Agreement for convenience, and Design-
Builder shall be entitled to the rights and remedies set forth in Section 4.3 above.
4.5 Owner's Indemnification for Use of Work Product. If Owner is required to indemnify any
Indemnified Parties based on the use or alteration of the Work Product under any of the circumstances
identified in this Article 4, Owner shall defend, indemnify and hold harmless such Indemnified Parties from
and against any and all claims, damages, liabilities, losses and expenses, including attorneys' fees, arising
out of or resulting from the use or alteration of the Work Product.
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Article 5
Contract Time
5.1 Date of Commencement. The Work shall commence within five (5ten (10) days of Design-
Builder's receipt of Owner's Notice to Proceed ("Date of Commencement") unless the parties mutually
agree otherwise in writing.
5.2 Substantial Completion and Final Completion.
5.2.1 Substantial The Validation Period for the Project shall be completed no later than
_________________. The parties will establish a date for Phase 1 Completion Date at the
conclusion of the Validation Period and for Substantial Completion of the entire Work shall be
achieved no later than ( ) calendar days after the Date of
Commencementduring Phase 1 of the Project and as part of the GMP Amendment ("Scheduled
Substantial Completion Date").
[At the parties' option, the following supplemental language may be inserted at the end of
Section 5.2.1 if the Project is subject to a Temporary Certificate of Occupancy.]
The parties agree that the definition for Substantial Completion set forth in Section 1.2.18
of the General Conditions of Contract is hereby modified to read as follows:
"Substantial Completion is the date on which the Work, or an agreed upon portion of the Work, is
sufficiently complete in accordance with the Contract Documents so that Owner can occupy and
use the Project or a portion thereof for its intended purposes, provided, however, that Substantial
Completion shall be deemed to have been achieved no later than the date of issuance of a
Temporary Certificate of Occupancy issued by the local building official."
5.2.2 Interim milestones and/or Substantial Completion of identified portions of the Work
("Scheduled Interim Milestone Dates") shall be achieved as follows: (Insert any interim milestones for
portions of the Work with different scheduled dates for Substantial Completion.)determined during Phase 1 of the
Project. The Parties may establish separate Substantial Completion Dates for portions of the
Project. To establish the Substantial Completion Date, the parties will comply with the process
established in Section 6.6 of the General Conditions
5.2.3 Final Completion of the Work or identified portions of the Work shall be achieved as
expeditiously as reasonably practicable. Final Completion is the date when all Work is complete
pursuant to the definition of Final Completion set forth in Section 1.2.8 of the General Conditions
of Contract.
5.2.4 All of the dates set forth in this Article 5 (collectively the "Contract Time(s)") shall be subject
to adjustment in accordance with the General Conditions of Contract.
5.3 Time is of the Essence. Owner and Design-Builder mutually agree that time is of the essence with
respect to the dates and times set forth in the Contract Documents.
5.4 Liquidated Damages. Design-Builder understands that if Substantial Completion is not attained
by the Scheduled Substantial Completion Date, Owner will suffer damages which are difficult to determine
and accurately specify. Design-Builder agrees that if Substantial Completion is not attained by
( ) days after the Scheduled Substantial Completion Date (the "LD Date"),
Design-Builder shall pay Owner Dollars ($ ) as liquidated
damages for each day that Substantial Completion extends beyond the LD Date. (If a GMP is not established
upon execution of this Agreement, the parties should consider setting liquidated damages after GMP negotiations.)The parties will
establish liquidated damages for the failure to timely complete the Project during Phase 1 and will include
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the liquidated damages in the GMP Amendment. The parties may establish other liquidated remedies in
the GMP Amendment, as applicable.
[The parties may want to consider the following supplemental language within Section 5.4
if they want to assess liquidated damages for failing to meet Final Completion. In this
case, the first sentence in Section 5.2.3 should be deleted and the language below should
be checked and completed.]
Design-Builder understands that if Final Completion is not achieved within
days of the Substantial Completion Date, Owner will suffer damages which are difficult to determine and
accurately specify. Design-Builder agrees that if Final Completion is not achieved within
( ) days of Substantial Completion, Design-Builder shall pay to Owner
Dollars ($ ), as liquidated damages for each calendar day that Final Completion is delayed
beyond the above-referenced number of days.
[In lieu of the liquidated damages specified in Section 5.4 or the alternate provided herein,
the Parties may decide that the Agreement will provide for actual damages in the event of
Project delay, with Owner being cautioned that there is a waiver of consequential damages
under Section 10.5.1 of the General Conditions of Contract. In this case, delete Sections
5.4 and 5.5 and insert the following.]
5.4 Design-Builder and Owner have agreed not to provide for liquidated damages in this
Agreement for failure of Design-Builder to achieve the Contract Time(s) set forth in this Article 5. Design-
Builder understands, however, that Owner may suffer actual damages in the event the Contract Time(s)
set forth herein are not timely achieved. Owner shall be able to recover such actual damages from Design-
Builder to the extent it can demonstrate that actual damages have been incurred, are directly related and
caused by Design-Builder's failure to meet the Contract Time(s) set forth herein, and are not waived by
Section 10.5.1 of the General Conditions of Contract. Notwithstanding the foregoing, in no event shall
Design-Builder's liability for actual damages for delays exceed Dollars ($
).
5.5 Any liquidated damages assessed pursuant to this Agreement shall be in lieu of all liability for any
and all extra costs, losses, expenses, claims, penalties and any other damages, whether special or
consequential, and of whatsoever nature, incurred by Owner which are occasioned by any delay in
achieving the Contract Time(s).) for which liquidated damages are established.
[The Parties may also desire to cap the liquidated damages payable under this Agreement,
in which case the following language should be included at the end of Section 5.5.]
Owner and Design-Builder agree that the maximum aggregate liability Design-Builder has for any
liquidated damages that may be assessed under this Agreement for failure to achieve 5.6 Owner's
Review Time. Unless otherwise set forth in the Contract Time(s) shall be Dollars
($ ).
5.6 Early Completion Bonus. If Substantial Completion is attained on or before
( ) days before the Scheduled Substantial Completion Date (the "Bonus Date"), Owner shall
pay Design-Builder at the time of Final Payment under Section 7.3 hereof an early completion bonus of
Dollars ($ ) for each day that Substantial Completion is attained
earlier than the Bonus Date. (If a GMP is not established upon execution of this AgreementDocuments, the parties should
consider setting the early completion bonus after GMP negotiations. If an early completion bonus is applicable to any dates set forth
in Section 5.2.2 or 5.2.3 hereof, this Section 5.6 will need to be modified accordingly.)
[The Parties may also desire to cap the early completion bonus payable under Section 5.6,
in which case the following language should be included.]
Owner and Design-Builder agree that the maximum aggregate amount that Design-Builder shall
receive as the early Completion Bonus is Dollars ($ ).
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(C) 2022 Design-Build Institute of America
; edits (C) 2023 Thaxton Parkinson PLLC