County Commission Agenda

Tuesday - April 10, 2018 9:00 AM Commission Chambers City County Complex 414 Callendar Street Livingston, MT 59047

9:00 AM

ROLL CALL

PUBLIC COMMENT

ACTION ITEMS Review and Consideration of non-material changes to the Boulder Business Park Subdivision No. 2 Suggested Action: Approve Decl of Protective Covenants.PDF DOC212.PDF Boulder Business Park Subdivision - Proposed Amendment.pdf Discussion/Decision on Signing Shield River Road Planning FLAP Match Agreement Suggested Action: Approval 2018-04-04 MT PARK 34(1) Match Agreement.pdf Discussion/Decision on renewal of Cooke City-Silvergate Area Road Maintenance Contract Suggested Action: Approval 2018-04-05 CookeCityGrading_2018.pdf

Discussion/Decision on signing SecureWarrant agreement Suggested Action: To approve LESS - PCSO.Software License Agreement.pdf

PARK COUNTY BOARD RECOMMENDATIONS Recommendation from Appointment of Erik Peterson to Park County Parks and Recreation Board

Signing Letter to Bill Chapman Regarding Gardiner Airport Hanger Leases

COUNTY DEPARTMENT UPDATES 1

Page | 1 CURRENT COUNTY PROJECT UPDATES

1. MILL CREEK PROJECT

2. MRL US HIGHWAY 89 NORTH LINE

3. NORTH HILL TOWER AND EQUIPMENT PROJECT

4. PRE DISASTER MITIGATION

5. ACTIVE TRANSPORTATION

6. PUBLIC TRANSPORTATION

7. COMMUNITY PLANNING FOR WILDFIRE

8. TOM MINER - FEDERAL LANDS ACCESS PROJECT

9. OLD YELLOWSTONE TRAIL, YANKEE JIM FEDERAL LANDS ACCESS PROGRAM PLANNING

10. SHIELDS RIVER ROAD FLAP PLANNING GRANT

11. MISSION CREEK BRIDGE REPLACEMENT

12. GROWTH POLICY IMPLEMENTATION

PUBLIC COMMENTS FOR ABOVE DISCUSSED PROJECTS

CONSENT ITEMS - REVIEW DAILY CORRESPONDENCE, PUBLIC COMMENTS AND DETERMINE ACTION PLAN - Commissioner Tinsley

Commissioner Berg

Chairman Caldwell

MINUTES REVIEW AND APPROVAL

COMMISSIONER COMMENTS - Commissioner Tinsley

Commissioner Berg

Chairman Caldwell 2 Page | 2 ADJOURN

3 Page | 3 0 0 4

335284 Fee; $49.00 Roll: B 235 Page(i)~ 7 PARK COUNTY Recorded OWiW2o9!S9i~4i AM pcnbe Welion, 0k & Rcdr b RatWm TO~ JOhN KAISER P0 dOX tea LIVINOSION, MI 0W041

a~ARATIoNor PROTECTIVE COVENANTS .4N0 £SThflIThfl4I OF OW’NERS’ ASSOClATlOl~4

THISDECLARATIONmagIeth1s 5”~ dayci> t’74ç( ~ By bErn Kaiser and Kwt Káet. tenants in rommon. Owners and l)evcl4~ of land situated in the County of Park State of Montana, described as follows, to-wit:

Lets ______of Subdivision Plat No. 507 ,known as the Boulder Business Park Snbdivi~tion No.2, according to the Subdivisioa Plat thereof on tile and of record in die office of the County Clerk and Recorder of Park County, Montana.

WHEREAS, it is desired to maintain said alxwe.describcd real pro~rrty as an attnctive~ clean and neat industrhd park as hereafter set forth. Now, the owner of thereal puiperly herein desc&*d for the use and benefit of itselfand all persons claiming and to claim any part ofihe abovedescribd real property by, through, or under it, hereby dooms, rep~esw1ts. agrees, rcsuicts, and covenants that the use, enjoyment and the ownership of the above-described real propetty, shall be and the same is, hereby ivsliicted and limited, to-wit:

1. filE

.1 General Puznoses~ Tkvciopar novt owns certain real property in Park County, State of Montruta, Developer expects to develop the above described real ~ropcrty as an industrial park area, and it is e,cpecred that the owners of’ property within this area will have certain conintors Interests. MI of said industrial area will be deveLoped with the ol4ective of eatablishing the area as an industrial park area of the highest possible qualily, value, desirability and attractiveness. All of said areas will be developed with otijeetives designed to etiliance the value of and to benefit all property within this area.

1.2 Particular Parnoses. ‘Ibis Declaration is executed to detin4 and describe certain lander property classification ts4iieh will be established in all of said area; to define and describe certain provisions, covenants, conditions, and restrictions which may be rnthde applicable to all property within said area; to establish the manner end extent to which property may he made subject to all of the provisions, 4ovenarits, conditiongand restrictinins set fi*th in the Declaration; and to establish the effect o~such provisions, covenanta conditions and resirictions. 0 0 5

II. ~jj~BJj~CrjoN OFPROPERfl~p~.Aj~q~

2.1 Prooenv M?hithj Covç~j Any real property located within the described pattel is subject to all the provisions,, covenants, conditions and restrictions contained ii, this Dec latatiorL IlL !4NF2Ja

3.1 j~Is$thal_Paj No part of the subject pmperty shall be used *w anything other than Industrial Park purpns~c nun such purposes which urn øuctomarity ineident thistle. GuLli uses shall be those as defined in the City-County Zoning Plan as adopted by the City of Livingston and Park County, Montesa. tot- Light Industrial uses as foI1ow~:

4. Lumber and building materials storage yards, buiders Supply yards, sale of cement and concrete pmducts and lumber sale of manufthturecj homes. 13. Contractors plants or storage yards.

C. Dahy processing and distribution plants.

U. Bottling works.

E, Machine, rooting and sheet metal shops.

F. Storage wurchouses, including storage rental units.

6. Blacksmith, welding, or other mets] shops. excluding punch presses over liseffly tons rated capacity, drop hammers, etc.

ft eruuiI1~ plants.

I. Ferti]l~~, retail or wholesale arid prOcessing.

J. Manufacturing, compounding, processing, packaging Of cosmetics, pharniacoiugy, electrnnjc ciwupunents and Thod pioduets, cxcep fish and meat producis and the rcdueing and refining of lass and oils.

K. Breweries.

L. Auction yard.

M. Recycling plsnt.

N. Offices incidental 10dm above uses.

0. Uses thatare sub tantially of the same general characteras;one of the above uses.

P. Aocessosy uses and structures incidental to and en the saul tot as the principal use. 0 6

The firtlowing light industrial uses are not permitted:

A. Residencea

B. Electrical certfral paw~r stations.

C. Grain elevators or facilides forcollection, storage. prnccssing ai~d marketing of grain and feed pmdi~ts, n ‘rin~ rncnpping. vtttnaiiizii~j,

U. L.ivcstoclc r~i lots. F. Bulk plants for petrokum, propane. liquified gas. nil and. alcohol.

0. Any landfills or incinerators.

H. Travel trailer paths.

I. Wrecking or any dismantling operation.

3.2 ~ No grazing anhuals, pigs or poultry oribed lots.

3.3 i~oga. All dogs shall be strictly controlled by their nwnetsftt all times.

3,4 Compliance with Law. Each tract owner shall comply with nfl state and federal laws. A zoning compliance permit and all state and lbder~d permits shall be obtained prior to any construction.

IV. NUISAM,IS

4.1 4ctivjtics. No noxious or offensive activities shall be conducted on any part of the subject property nor shall anything l,.~ doria thereon which may be or m~y become an annoymlee or nuisance to the area nor shall anyThing cause ernbarrasstnantdisturbance ~r annoyance to others.

4.2 ~ billboards or other outdoor advertising, except tbr sigsage (br each tract owner whicir shall not exceed eight (~) feet ‘nigh, and eight(S) feetwide.

4.3 No Miniozee Drillina No property shall be used fur the çjurposo ofznining, quarrying, drilling, boring, exploring or itmoval ofoil, pa, or other hydmcarbons. stone. gravel, earth, or say other minerals.

4.4 ~1thlJ2r4rn~LqFI.uiL4. The property is subject to the çigbt of adjoining land owners to glow crops and raise livestock according to accepted cropping nod livestock raising practices in Park Conrity~ Montana. The owners of the tracts of land acknowledge that the land neighboring these trActs is used primarily for agricultural purposes. The aw~ers of the tracts of land acknowledge that there may be noise and light emitting from tic neigl1boring lands at all bouts ofthe day and night and thattlic agricultural practices on the neighbqriog lands may cause dust and odors on their property. Funher; the owners of the mets acknowledge that noigliboelug

3 0 0 7 lnndownerswiil retain the right ro cart~ outtiwiragricuhurat pructices, amlin accordance with those agricultural practices, there may he spraying for weeds on neighboring lands.

4.5 I~tous Weeds. r~h titI OWUCE shaD COntrol all nOXiOLIS weeds as defined by the Montana CownyNoünis Weed Management Act title 7. chapter 22, sections 7-22-2101 thmugh 7-22-2153. The landowner fwther aajecs to manage noxious weeds asdofined undertiw sonic law and in accordance with the requirement of the Path County Weed Control Bcssd. All roadsides and disturbed areas must be reclaimed with so11 suitable for dctimble plant species establishment and persistence (s~cificstions available en request from Weis] Bonn! Office). Desirable plant species must be reestablinhud with Noxious Werd Fn’e Seed. All borrow materials such as gravel, sand, topsoil, reck, road mix, mulch. straw, bay and grasS seed must come Ibem a noxious weed free source. Landowners of the association will be se~ponsible hr noxious weed contrnl on any roadsides and parks within the subdisision.

4.6 Maimenanec of Eroucjjy. All propeit~, including all inipri~vcmcnts on any property, shall be kept and maintained by the owner thereof in a dean. attr4ctive and sightly condition and in good repair.

4.7 tJ]~ar4i&Ag(ivhws, NO activities shall be c~nductct[on any parcels of property and no improvements construc*ed on any property which aro or might be unsath or hazardous to any person or properly. MI petroleum and cheniicals which thigh escape in the groundwater supply shall be contained sad disposed of in a manner which ces not violate nay local, state, or frderal law, nile orregulation.

4.8 Ne Anncwina Liøuts. Soendserodon. No lightsshall he:emitted hum ony property which are unreasonably brigjut or cause unreasonable glair; no su~mnd shall be emitted on any property which is unreasonably loud or anhloying end no odor shall be emitted on ally property wbidh is noxious oroffensive to others. Outdoor lighting shall be: subdued and down lighting techniques shall be utilized. Yard lights shall cast light in a downward direction only.

4.9 No Temporary Sir No tent, travel trailer, camper or other temporary buildings, improvements or structures shall be placed upon any port of the ~ubjeet property far a continuous period is excess of sirs months.

4.10 No tJnsiuhtline.ss. No imsiglitlineas shall be permitted on any pwvcl. Without limiting the generalilyof the foregoing; (a) all unsightly structures, racilities, equipment, objects and condidons shall be enclosed within approved structures or appropriaiLly screened from vicw (6) rrailess, trucks other than pickups, boats, tractors, vehicles other than aótcmobiles, campers not en a truck, snow removal equipment or m~intenancc equipment shall l~r- kep4 at all times, except when in actual use, in an enclosed structure or screened flora view;~ (c) refuse, gashaga and trash shall be kept at all times inst covered container and any such container shall be kept within an enclosed structure or appropriately screened from view.

4.11 Wdlife. New lotowners must acknowledge that wildlif&niay be present in the area. V. STRUCTURES 5.1 Permit. A wuing compliance permit shall be olitained prior to any construction.

4 0 0 8

5.2 Ama. A primary stnjctitre of less than 1,200 square feet gross area, not to include any subtennnean area nor acceased at ground level. shall not be eunstructcd.

.5.3 Setbacks. All struciutes shall be set back uiflv (501 feet frttu the flout of the tract and fifty (50) feet front any other property lint

5.4 Exterior. All structures shall have an exterior surface 0P rtwtal, natural wood (which may have a clear finish or eta). stone, cement blc~k, brick, or &~ss or a combination thereof Other materials may be used for exterior walls provided that suet) materials arc designed and Inpated in harmony with the aurrtnjnding atuwurvn arid natural laud föuturwo. No structuros shall have an exterior surface of tar paper or other unsightly material. Metal roofs shall not he deemed in violatiou of this paragraph.

5.5 Tanks, No underground fuel storage tanks shall be allowed.

5.6 Pjp_~y chimney design and cons(nielion for each structure shall be such that it provides for and contains a spark arresting device.

17 ~ Stru’u.s. No etnictures of a temporary character, trailer, camper. tent, shack, gangc, barn, or other buildings shall be main timed on any of the above described real pnrperty at any time either temporarily or permanently except us otherwise provided above at Section 4.10.

18 ≥uij4jnj~, Outbuildings of a peunanetit nature may be eonslrncted upon the subject properly, if they are in substantial conformity with the character of the main structure.

5.9 c~p1~th~. The exteriorofa structure must be coinpleteçl within six (6) months atler coinmeqeerneal thereof.

5.10 ~ ‘the owner ot each Intet shalt he respon&ible for the construction and maintenance of any fencing required for theprotection of owner’s propenj. All fences to be constnietcd in accordance with state law and shall be in harmony with the kurrounding stnictwes. however, citlici’ steel posts and chain link or woven wire may be used.

5.11 Utilities. All utilities within the subdivision shall be buried io nilnimlat visual impact, and each net is sul~ect In an easement ten feel in width adjacent lb the external boundaries, except where adjacent for any accesa casement delineated on the certificate of survey, to instaU, maintain and replace buried lines for utilities.

5.12 Watg~JijppJy, Any tiater supply shall be drilled, and constructed to conform to any laws or rules or regulations of the Suite of Montana, Park County, or siy other governmental agency having jurisdiction.

5,P Sank ~y~jem All ~anitwvdjsporsj systems s~alI beconsuitotod, operated, maintained, and replaced according to any Jaws or rules or regahitions ofthe Sate of Montana, park County, or any other governmental agency having jurisdieti~n,

5.14 pa4~, All roads will meet the standards required lb paxk:counzy n,ads and approved by the park County Road Supervisor. Any disturbance hi owl cdnstrtictioa shall be reseeded to ground cover with ~:ege~ion types approved by the Soil Cons*vetion Service.

5 0 0 9

VI. OWNERS ASSOCIATON

6.1 M~mkrEiip. All ownen of the tracts shall autoinatlcnfly~bc members ofan o~veers assocaleti.

6.2 C~t≥psf the Lien and Peramal Qbi~tion of As~ssmena The (kxilarurn, for each tract, hereby covenants, end each owner of any tract by acceptance c4a deed, is deemed to covenant and agree to pay to the Association (I) annual assessment or chajgus. and (2) any special as.wssmeats. ‘Ilic annual and special assessments, together with in( rest, costs, and reasonable attomWs fees shall be the special thligatirm otttw person whc~ was awnct of such property at thetime the assessment fell due.

6.3 Purpo~tMs~smegzs. The assessments levied by the assoc irnion shall be used exclusively to maintain tiny common aitas, ordinary and reasonable mad +ainkrmnce, snow tcmoval, mowing of weeds and control ofany noxious weeds and enforeetherit of these covenants.

6.4 f~jg~nt ofAs amen!,. The association shall detenninç the tin, ofpaymern and the amount of payment of the regularassessnients and any special ass4ssnients at its annual meeting for the following ~

6.5 tff~ç[~p~y~enLcLas~sin~Q m24Ica1LtiL~&QLcia1iQJ1. Any assessment not paid within thirty (30) days of due date shall hear interact 4 the rate often percent (10%) per annum. The association may bring an action agpinsl the owner personally, orfoteelese the lien in the seine manner as a mortgage on reel propesly, and the associstion shalt be entitled to recover costs other expenses and reasonable attorney ‘fees. No owner may waive or otherwise escape liability for the assessments provided herein by non-use or abandonment of his pmpeity.

6.6 Suberd lq~f~g~g~, The lien of the aiscssmcms shall be subordinate to the lien of any first mortgage or tn,st indenture. Sale ortransfer of any tract shall not affect lIme assessment lien, whether such lien arises prior to such sale ot transfer, or thereafter becomes due.

VU. CYEMEKALJ’KOVJS1~1~

7.1 Duration and Tam.q. The restrictions and limitations herein net forth are to be con,tnied as covenants naming with the land and shall be binding on all pities and all persons claiming any part ofthe above-described real property for a period oftwenly.five(25) years from the date first. recorded in the office of the cleric and Recorder of the county bf Park, Stale of Montana, after which lime they shall automatically renew tbra.n aMitiona[Eperiod ot’tweaty-fiw (25) years. They may be extendod for a third period of twenty-five (25) years by the owners of the mx4ority of subdivision lots recon1in~ aivi-itten extension. -

7.2 Sevabilijy, Invalidation of any of the restaictiomms, Iiriritat.ions, or covenants herein set forth by judgment or court order shall in no way affect any of the other provisions which, shall remain in full force and elibet.

73 No Waiv,ct. Failure to enforce any pmvisintts, restrictions~ covenants or conditions in this Declaration or in any Suppletuenmi Declaration shall nitopenaw as a waiver of any such provision, restriction, covenant or condition or of any other provision. restriction, covenant. or condition, fl 10

IA Mohf,c~J~ These covenants mliv be ameaded by twt~-t1~frds flee consent of owners of two-thirds of subdivision lois anti eonst&cfl by the .Pnrk County Board of Commissioners.

7.5 Enforcement The owner or owners of any oldie described real property, including the developers, if they are owners of any part or odion of said real propexty~ may enfocce the restictions and limitations herein set foeth by proeeedin~s at la~ or in equity al4anst any persan or persons violating or aueinpting to violate any of the said rest~ictions and limitations rhbrr rim recoverdamuge for such Wolation or to remtnin much violation or *ttempted violation. II’ court proceedings are instituted in connec1km will. rite ri~its of enfi≥rconai*t and remedies provided in this declaraiion> the prevailing party shall be entitlcxl to rocovet its cosisand expenses in connection therewith inchiding reasonable attorney’s fees.

FJA’ltD this ‘ day of~ aek~

John Kaiser Kurt Kaiser Tenants in Common

BAR AfiA YAL~4~O ,~j Notamy Public of ~e~v Jersey ‘~‘~_~~WCoionflssion Expires June 25th 2alQ

r~ ~

S tALL OF MON LANA

County of Park

Onthk5~ _day.~Jf~ __inthcye4~&’abefi3rorne,a

- N’tas public i~br the State of Mc’ntanu. persennlN appeared John Kaiser asid Kurt Kalear known bethe members of the limited Usbility company that executed the ~ithin instrumentand to me iharsuch limited Iiabllitycornpany executed the same~ —v 1ft.i WITNESS WHEREOF, I have hereunto set, my handand atfixc~l my ofliclal seal the C C 114’ as*k~ear in this certificate first above written t~1J-(~ Inc; No~ Fubl~.~rJthe Smie of Mo~in Residing 4~fiv~~) MT My Commission S/U 507 7 0 11

FIRST AMENDMENT TO DECLARATION OF PROTECTWE COVENANTS BOULDER ROAD INDUSTRIAL SUBDIVLSION SIJB1)IVISTON P1 AT NO. 223

THIS FIRST AMENDMENT to Declaration of Protective Covenants is made this

day of /4A.-L/ , 2012, by the undersigned Owners of subdivision lots, herein referred to as the “Owners.”

RECITALS:

~VHEREAS, the undersigned are Owners of certain property located in the County of Park, State of Montana, described as follows, to wit:

Lots 1 through 10 of Subdivision Plat No. 223, known as the Boulder Road Industrial Subdivision, according to the Subdivision Plat thereof on file and of record in the office of the County Clerk and Recorder of Park County, Montana.

WHEREAS, on the 29th day of October, 1996, the Owners’ predecessor in title, FRIDLEY DEVELOPMENT, LLC, adopted certain Protective Covenants governing the above- described property, which are recorded as Document #256481, in Roll 118, page 876, records of Park County, Montana (the “existing Covenants”); and

WHEREAS, the existing Covenants provide in Section 7.4 thereof that the Covenants may be amended by two-thirds written consent of Owners of two-thirds of the subdivision lots and consent by the Park County Commissioners; and

WFIEREAS, the undersigned own at least two-thirds of the subdivision lots, and said Owners desire to adopt this Amendment for the mutual benefit and to enhance the value of the lots described above.

NOW, THEREFORE, the undersigned Owners hereby declare that all of the lots described above shall be held, sold, and conveyed subject to the existing Covenants described above, which shall run with the property, and shall be binding upon and shall inure to the benefit of all parties having any right, title, or interest in the above-described property, or any part thereof, SUBJECT to the following Amendment to the existing Covenants:

1 ,Th 12

I. Section V, paragraph 5.2, “Setbacks,” shall be deleted in its entirety, and the following language shall be substituted in lieu therefor:

“5.2 Setbacks. All structures built within the Boulder Road Industrial Subdivision shall be subject to the following set back requirements: twenty foot (20’) front yard setback (abutting Business Park Road); ten foot (10’) side yard setback; and twenty foot (20’) rear yard setback.”

2. Except as expressly amended herein, the existing Covenants are ratified and affirmed, and shall remain in full force and effect.

IN WITNESS WHEREOF, the following Owners have executed this Amendment to Declaration of Covenants as of the date first above written.

Signaturesfollow, pages 3-11

2 C 0 13

Owner, Lot 1

STATE OF MONTANA ) 55. County of Park )

THIS INSTRUMENT was acknowledged before me on this I6~ day of

‘ZlLtLndQL&. , 2011, by V?a~ &gfl~i’a-rt as of the Humane Society of Park County, owner of Lot 1 above-named.

‘‘‘ ‘Ill,, ~Prin~~’~

c’g ~-, NOTARY PUBLI for the State of MT Residing at Livingston, MT My Commission expires: tPtantt.s. 3/.2oiL •

~A ~ •

3 ______2011, by cfl\s~Ivin f~chun-’a~-m , as

0 0 14

BUSINESS PARK STORAGE, LLC By: v/dcc Its ~ Owner, Lots 2 and 3

STATE OF MONTANA )

- : ss. County of Park )

THIS INSTRUMENT was acknowledged before me on this j~ day of

fl~ ‘~c~ of Business Park Storage, LLC, owner of Lots 2 and 3 above-named.

[Printed Name) ______NOT tate of MT Residi ~ (S B A L) My C sS~e piresSiateof Montana L~~w~~9r

4 0 0 15

)%4/ ~ MAX BERG C .Jt~áL~2~ SUE ANNE BERG Owners, Lot4

STATE OF MONTANA ss. County of Park ) ‘ji-J~ ç~ THIS INSTRUMENT was acknowledged before me on this A—’-day of ~ ,2011, by Max Berg and Sue 4 above-named.

pu~:uC lo~ the I at Mc~tafl8

,•t,tt’i Expires [Printed Name] N4’l)s- L_ . ~~tô ~ cG,: ~ NOTARY PUBLIC for the State of MT Residing at Livingston, MT

(SEAL) My Commission expires: . La gz_

5 O 16

OC MYRSTOL

efll/I./l•UJ 3 CONNIE MYRSTO Owners, Lot

STATE OF MONTANA ss. County of Park

THIS INSTRUMENT was acknowledged before me on this day of tI2~Cav1 L~ , 2011, by Rocky Myrstol and Connie Myrstol, Owners of Lot 5 above-named.

NOTARY PUBLIC for the State of MT Residing at Livingston, MT My Commission expires: JULY 0 1~ 2~C) 15

6 ______2011,

C) C) 17

HILLMAN DRILLING, INC.

By: ~

Its ______Owner, Lot 6

STATE OF MONTANA ) ss. County of Park )

THIS INSTRUMENT was acknowledged before me on this 2-7 day of by I- thl¼an as of Hiliman Drilling, Inc., owner of Lot 6 above- named.

&L~tC [PrintedName] ~v1~-i4 4ft.iMçakefr NOTARY PUBLIC for the State of MT ORLINA HUNSAKER ~ NOTARY PUBLIC for the Residing at Livingston, MT

~ t~ ‘~ Sta:e of MDntana My Commission expires: $2- S I’ It ~‘S- Resieir-~ et 1i~inqston. Montana ~ My Commiss~ofl Expres Li~ December31 2313

7 ______of Ridgeway Lana’Holdh~’g, LLC, owner of Lot 7

C 18

RIDGEWAY LAND HOLDING, LLC

By: _— -~ Its ScLs ~r~c~4— Owner, Lot 7

STATE OF MONTANA 55. County of Park

THIS INSTRUMENT was acknowledged before me on this 2/ day of

/kcn,~Ler , 2011, by çJ~ /%‘9 4~e~uc~j, , as

above-named.

[Printed Name~ f flfiVMttba I

NOTARYMy CommissionPUBLICexpires;for the State,o//e/2cwrof MT L ~&~J Residing at Livingston, MT

8 V. 0 19

IIIKX OF FI.ORII)A. 1LC

I Is o2.J~ Owner. Lots 9 and 10

STATE OF 55. County of L0/~,_

TillS INSTRUMENT was acknowledged betbre me on this ~“ day of

2011, by ~ -~ . as

alt — of Thex of Florida. LLC.

BARRY JAMES SUTTON MY COMMISSION # EE0556g~ EXPIRES Mardi 05, 2015 NOTARY PU13[.l( br the State of/% Fiodd.I Residing at 5 E A L My ( ‘omillission expires: ~ 5_~4

Roll: R 320 #370787 Fee: $73.00 Page(s): 9 Park County Recorded 5/8/2012 At 2:45 PM Denise Nelson, CIk & Rcdr By MR ~eturn To: RIDGEWAY LAND HOLDING LLC 4045 WOODCHUCK RD BOZEMAN,MT 59715

10 20 21 US Department of Transportation Federal Lands Access Western Federal Lands Highway Division, Federal Highway Administration FHWA Program 610 E. Fifth Street Vancouver, WA 98661 Match Agreement

State: Montana Project Number/Name: MT PARK 34(1), Shields River Road Planning Project Parties to this Agreement: U.S. Department of Transportation Federal Highway Administration Western Federal Lands Highway Division, FHWA and Park County Purpose of Agreement: The purpose of this agreement is to document the intent of Park County Montana to meet its match requirement for the subject project as authorized under 23 USC 201(b)(7)(B).

With this agreement, Western Federal Lands Highway Division, FHWA authorizes this project as eligible for federal participation. The purpose of this project is to conduct a planning study to identify possible alternatives to rehabilitate Shields River Road to improve the road surface & bridges; roadside safety structures; safety enhancements; & parking areas, pullouts & interpretive sites. This agreement does not commit the parties to complete the project, but, rather sets forth the respective responsibilities as the project proceeds. Any subsequent decisions to complete final design and to construct the project will depend on authorizing legislation, NEPA analysis, availability of appropriations, and matching funds at the time of obligation.

The authority for FHWA to enter into this agreement is under Title 23 U.S.C. Section 204. Funding: The Federal Lands Access Program (FLAP) under Fixing America’s Surface Transportation Act (FAST Act) authorizes FHWA to provide funding for specific projects. The Program Decision Committee (PDC), consisting of FHWA, the State of Montana, and an organization representing the local agencies of the state, is designated to jointly decide upon projects funded in the state. The PDC has selected this project for programming the under the Montana State Federal Lands Access Program.

All FLAP expenditures associated with this project after execution of this match agreement will need to be matched by a Non- Federal source, by other Federal funds other than those made available under Titles 23 and 49 of the United States Code, or by funds made available under 23 U.S.C. 202 and 203. The matching requirement under the FAST Act will be met by Park County Montana and other agencies that have committed to the project in subsequent agreements. The forms of match shall be those consistent with the 'Federal-Aid Guidance Non-Federal Matching Requirements' and as approved by FHWA. In the state of Montana, the match rate is 13.42 % of the total project cost.

This project is authorized to use a Tapered Match. Under this approach, the non-Federal match is imposed over the entire project rather than individual progress payments. The terms and form of the Match will be documented in the project Memorandum of Agreement (MOA) in coordination with the Park County Montana to be executed at a later date. The final Match will be determined based on actual expenditures at the conclusion of project work. Matching cash funds in FHWA receipt may need to be supplemented, or returned, 22 MT PARK 34(1), Shields River Road Planning Project Page 1 of 2 doc ver: 09.30.2016 US Department of Transportation Federal Lands Access Western Federal Lands Highway Division, Federal Highway Administration FHWA Program 610 E. Fifth Street Vancouver, WA 98661 Match Agreement

once actual expenditures are determined.

Federal Lands Access Program funds are administered by FHWA and are subject to annual appropriations from Congress. This document does not commit FHWA to advance the project or provide funds for the project, but provides the required matching funds if FHWA expends funds to advance the project.

The following agencies have agreed to contribute the amounts shown which will reduce the federal share by the same amount. Agency Contributions: Total Match as a Agency Percentage of Match Percentage (%) Park County Montana 100% 13.42% 13.42%

Park County Montana is ONLY responsible for their respective match as shown above. The required local match at this time is $24,156. The value of the match will be confirmed during the development of the Project Memorandum of Agreement. Modification: This agreement is expected to be replaced and superseded by the execution of a project Memorandum of Agreement.

This Agreement shall be effective as of the date of the last signature:

U.S. Department of Transportation Federal Highway Administration Western Federal Lands Highway Division, FHWA Approved By:

Dan Donovan, Chief of Business Operations Date

Park County Approved By:

Park County Montana Signatory Date

23 MT PARK 34(1), Shields River Road Planning Project Page 2 of 2 doc ver: 09.30.2016

CONTRACT

THIS CONTRACT, made and entered into this _____ day of April, 2018, by

and between Park County, Montana, of 414 East Callender Street, Livingston, Montana, acting by and through its Board of Commissioners, (COUNTY), and Robert Smith of Cooke City,

Montana, (CONTRACTOR).

1. CONTRACTUAL SERVICES: CONTRACTOR shall provide road grading services on Monument Road and Bannock Road (from the Silver Gate and Cooke City sides until the last cabin is reached from each direction), and all side roads maintained by Park County adjacent to Highway 212, including the road to the compactor building in the Silvergate and Cooke

City Area three (3) times per year. Additionally, CONTRACTOR will grade the road from the

Daisy cut across up to Daisy around to Lulu- then down Lulu to the Lulu cut across once a year after the snow melts. The grading of the Daisy and Lulu areas includes cleaning any ditches and water bars that require cleaning once a year. Any additional work for which CONTRACTOR may seekDRAFT payment which is not stated above must be authorized in advance in writing by the COUNTY before they are incurred and failure to get such advance authorization shall constitute a waiver by

CONTRACTOR for payment thereof. Such services shall be performed in conformity with normal

State and Federal regulations with regard to such matters.

2. RELATIONSHIP: The CONTRACTOR states that it is engaged in an established business or profession which is in no way affiliated with or connected to the COUNTY, except by this Contract and that it will use independent judgment in the performance of services provided hereby free from control or direction of others. The CONTRACTOR shall undertake to perform the project set forth herein as an independent contractor. The parties agree that the COUNTY is

only interested in the end result of said project, not in the method of performance, and as such, the

CONTRACTOR has been and will continue to be free from the control or direction of the

COUNTY in the performance of this Contract. The CONTRACTOR shall not be deemed by virtue of this Contract nor the performance thereof to have entered into any partnership, joint venture, employer/employee or any other legal relationship with the COUNTY besides that of an independent contractor.

The CONTRACTOR agrees to comply with all applicable laws, rules and regulations adopted or promulgated by any governmental agency or regulatory body, both State and Federal, and furthermore agrees to assume full responsibility for the payment of all contributions of all federal and state income or other payroll tax or assessment, social security, worker's compensation insurance, unemployment insurance, self-employment tax or any other required deduction or contribution for himself or for any employees engaged by the CONTRACTOR in performance of this Contract.

Neither the CONTRACTOR, nor any of its officers or employees shall have the authority toDRAFT make representations on behalf of the COUNTY or the authority to legally bind or otherwise obligate the COUNTY to any third person.

3. TERM: This Contract may be terminated by the COUNTY or CONTRACTOR on thirty (30) days written notice given to either party at their normal business address by written certified mail; otherwise, the Contract shall remain in force from the date of all signature to this agreement through December 31st, 2018, unless sooner terminated. In the event of termination, by either party, CONTRACTOR will not be relieved of liability for damages sustained by the

COUNTY as a result of a breach of CONTRACTOR'S duties or breach of any provision of this

contract. This contract may be renewed annually by concurrence of both parties to any modifications via amendment.

CONTRACTOR may terminate this Contract if the COUNTY fails to perform its obligations specified in this Contract in a timely and proper manner. Any notice of termination shall state the reason for termination and the effective date of termination. In the event of termination, COUNTY shall pay CONTRACTOR for the work performed or services rendered through the effective date of termination, or the date work was last performed by CONTRACTOR, whichever date is earlier. COUNTY is not responsible to ensure CONTRACTOR has access to equipment necessary to complete the work. If CONTRACTOR fails to obtain use of equipment necessary to begin work immediately, such may be grounds for immediate termination of the contract.

4. PAYMENT: The COUNTY will pay the CONTRACTOR at the rate of $2000.00 per year for road grading Monument and Bannock Roads, and the County maintained side roads along Highway 212 in Silvergate and Cooke City. Additionally, the COUNTY will pay the CONTRACTORDRAFT $1000 for grading Daisy and Lulu Road and for 10 hours of ditch cleaning at a rate of $100.00 per hour for a total of $1000.00 for ditch work, for a total of $2000 for grading and cleaning of the Daisy and Lulu areas. Any pre-approved additional work will be billed at $75.00 per hour. Payment is due pursuant to the COUNTY rules regarding payment of claims.

CONTRACTOR understands that it is his responsibility to submit an appropriate claim form during the time and in the manner prescribed by the Finance Office of Park County in order to insure monthly payment and to also provide the Park County Commission an itemization of hours and tasks on a monthly basis.

5. LIABILITY INSURANCE: The CONTRACTOR shall obtain his own liability insurance and shall indemnify and hold the COUNTY harmless for services performed under the terms of this Contract. The CONTRACTOR must provide a certificate of insurance showing coverage has been obtained in the amount of $1,000,000.00 and naming the COUNTY as an additional insured shall be provided to the COUNTY before any work is performed.

6. WORKERS COMPENSATION INSURANCE AND PREVAILING WAGE

STANDARDS: A letter of exemption issued by the Montana Department of Labor and Industry or proof of Worker's Compensation Insurance shall be provided to the COUNTY before any work is performed. CONTRACTOR shall also comply with all prevailing wage standards, including the Davis-Bacon Act. This provision shall be strictly enforced, and failure to comply may be grounds for immediate termination of the contract.

7. VEHICLE INSURANCE: If a personal vehicle will be used at any time, proof of automobile liability insurance is required with the following limits of coverage: $300,000 limit minimum combined single limit. DRAFT 8. ASSIGNMENTS: This Contract cannot be assigned. This provision shall be strictly enforced, and failure to comply may be grounds for immediate termination of the contract.

9. NONDISCRIMINATION: Park County is an equal opportunity employer and pursuant to Section 49-2-303, MCA, does not discriminate on the basis of race, creed, religion, color or national origin or because of age, physical or mental disability, marital status, or sex when the reasonable demands of the program do not require an age, physical or mental disability, marital status, or sex distinction. In awarding (and in any performance of) this contract, COUNTY will hire on the basis of merit and qualifications. In awarding (and in any performance of) this contract,

COUNTY will not discriminate on the basis of race, color, religion, creed, political ideas, sex, age,

martial status, physical or mental handicap, or national origin. In accepting (and in any performance of) this contract, CONTRACTOR will hire on the basis of merit and qualifications.

In accepting (and in any performance of) this contract, CONTRACTOR will not discriminate on the basis of race, color, religion, creed, political ideas, sex, age, marital status, physical or mental handicap, or national origin.

10. AMENDMENTS IN WRITING: Any amendments to the Contract must be in writing, and this Contract shall be binding upon the heirs and personal representatives of the

CONTRACTOR.

11. DISPUTES. It is mutually agreed that the performance or breach of this Contract and its interpretation shall be governed by the laws of the State of Montana. In the event of litigation concerning the terms of this contract, venue shall be in the Montana Sixth Judicial

District, Park County.

12. ATTORNEY FEES. The parties further agree that, in the event of litigation arising out of this contract, the prevailing party shall be entitled to its attorney's fees and costs. DRAFT 13. SEVERANCE CLAUSE. In the event any portion of this contract is deemed invalid or void, the remaining portions shall remain in full force and effect.

CONTRACTOR COUNTY

______Robert Smith Steve Caldwell

Attest: ______Clint Tinsley

______Clerk and Recorder Bill Berg

Approved as to Form:

______Shannan M. Piccolo Deputy Park County Attorney

DRAFT

EXHIBIT #1 SPECIAL PROVISIONS

Contractor provide for the following as part of the terms of this contract.

Equipment Available for performing work: Contractor shall provide the County with a current list of available equipment the Contractor expects to use in the performance of this contract to ensure the Contractor has the resources available to perform the work in a satisfactory and timely manner.

532 Dresser 3CY 670 JD Motor Grader 287C CAT Track Skidloader 35D JD Mini Trackhoe 80 Ford 5CY Dump Truck

Gravel for County Roads: Hauling utilizing Contractor provided equipment and County provided material will be paid at a negotiated rate based on current fuel prices. All work shall be in conformance with local, state and federal regulations. DRAFT

SOFTWARE LICENSE AGREEMENT

Law Enforcement Support Services, Inc. (“LESS, INC.”), a statutory closely held corporation of the State of Montana, and the Park County Sheriff’s Office (“AGENCY”), a law enforcement agency operating within the State of Montana, hereby enter into this Software License Agreement on April 5, 2018.

RECITALS

WHEREAS, LESS, INC. is engaged in the business of designing and developing computer software and has developed a web-based computer application located at https://securewarrant.com (“SOFTWARE”), which is intended to be used by law enforcement agencies to assist in drafting and obtaining search warrants and other documents;

WHEREAS, the AGENCY is a law enforcement agency authorized under the laws of the State of Montana, and desires to utilize the SOFTWARE; and

WHEREAS, LESS INC. and the AGENCY believe that it is in their mutual interest to enter into this Software License Agreement whereby the AGENCY would use the SOFTWARE belonging to LESS, INC., pursuant to the terms and conditions hereinafter provided.

AGREEMENT

NOW, THEREFORE, in consideration of the promises and mutual covenants of this Software License Agreement, LESS, INC. and the AGENCY hereby agree as follows:

1. LICENSE: LESS, INC., hereby grants to the AGENCY a limited, terminable, nonexclusive, and non-assignable license to use the SOFTWARE in connection with its law enforcement activities. No right or license is being conveyed to the AGENCY to use the SOFTWARE for any other purpose. The AGENCY acknowledges that the SOFTWARE is provided under license, and not sold, to the AGENCY, and that the AGENCY acquires no ownership interest in the SOFTWARE, or rights other than those granted under the terms, conditions and restrictions of this Software License Agreement. 2. TERM: This Software License Agreement shall be effective as of the date of execution by both parties and shall extend until the end of the calendar year, unless otherwise terminated pursuant this agreement. This Software License Agreement shall be automatically renewed on an annual basis unless the AGENCY provides LESS, INC. 31

Law Enforcement Support Services, Inc. Page 1 of 8 Software License Agreement

with written notification of its intent not to renew the Software License Agreement. Notice shall be provided at least thirty (30) days prior to the end of the calendar year. 3. COMPENSATION: In consideration for the license granted herein, and during the term of this Software License Agreement, the AGENCY agrees to pay to LESS, INC. the fees and costs recited in Schedule A. 4. CONFIDENTIALITY: The AGENCY recognizes that the SOFTWARE is the proprietary and confidential property of LESS, INC. The AGENCY further agrees to take all reasonable precautions to protect and preserve the confidentiality of the SOFTWARE and shall assume responsibility and warrant that its employees will similarly protect and preserve the proprietary nature and confidentiality of the SOFTWARE against third parties. The AGENCY may disclose the existence and/or use of the SOFTWARE. 5. LOGIN CREDENTIALS: The AGENCY shall be responsible for keeping user account login credentials (username and password) confidential and shall not share them with unauthorized users. If the AGENCY or the AGENCY user discloses login credentials to an unauthorized user, the AGENCY is solely responsible for any use, disclosure, additions, deletions and modifications of the SOFTWARE, or any end user data, and the damages that may arise therefrom. In addition, if the disclosure results in a third-party acquiring the source code or other confidential and proprietary information owned by LESS, INC., the AGENCY shall be liable to LESS, INC. for all damages arising therefrom. In the event of such a disclosure, inadvertent or otherwise, the AGENCY shall immediately notify LESS, INC. of the disclosure, and shall cooperate with LESS, INC. to rectify the same. LESS, INC. shall not disclose login credentials to third parties. 6. TRANSFER: The AGENCY may not rent, lease, lend, sell, redistribute, or sublicense the SOFTWARE. The AGENCY assumes responsibility that its employees shall be similarly prohibited. The provisions of this clause are perpetual and shall survive termination of this Software License Agreement. 7. REVERSE ENGINEERING: The AGENCY may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the SOFTWARE. The AGENCY assumes responsibility and warrants that its employees shall be similarly prohibited. The provisions of this clause are perpetual and shall survive termination of this Software License Agreement. 32

Law Enforcement Support Services, Inc. Page 2 of 8 Software License Agreement

8. WARRANTIES: All electronic information located at https://securewarrant.com and the SOFTWARE is provided “as is” without representation or warranty of any kind, including as to suitability, reliability, applicability, merchantability, fitness, non- infringement, result, outcome, or any other matter. LESS, INC., does not warrant that such information is or will always be up-to-date, complete, or accurate. Any representation or warranty that might be otherwise implied is expressly disclaimed. The SOFTWARE is provided to the AGENCY “as is” and “as available.” LESS, INC., does not guarantee or warrant continuous, uninterrupted or secure access to the Software. THE WARRANTY PROVIDED FOR HEREIN IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, THAT MAY ARISE EITHER BY AGREEMENT BETWEEN THE PARTIES OR BY OPERATION OF LAW, INCLUDING THE WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. AGENCY also acknowledges that every business decision involves an assumption of risk and that LESS, INC. does not and will not, in furnishing the SOFTWARE and related service to AGENCY, underwrite that risk in any manner whatsoever. AGENCY therefore agrees that LESS, INC. shall not be liable for any loss, damage or injury caused in whole or in part by LESS, INC.’s negligence in procuring, compiling, interpreting or delivering the SOFTWARE and related service. 9. REMEDY: In the event of a claim by the AGENCY under the warranty identified in § 8, LESS, INC. shall have the option to either repair or replace the Software. In the event that LESS, INC. is unable to repair or replace the Software within a reasonable period of time, the AGENCY’s sole recourse shall be to terminate the Software License Agreement and LESS, INC.’s sole obligation shall be to return any fees paid by the AGENCY for that calendar year. In no event shall LESS, INC. be liable for any incidental, consequential, or punitive damages as a result of its performance or breach of this Software License Agreement. 10. IMPROVEMENTS: Any improvements or modifications made by LESS, INC. to the SOFTWARE shall be promptly provided to the AGENCY and shall be automatically included in this Software License Agreement. LESS, INC. may from time to time in its sole discretion develop and provide SOFTWARE updates, which may include upgrades, bug fixes, patches and other error corrections or new features. Updates may also modify 33

Law Enforcement Support Services, Inc. Page 3 of 8 Software License Agreement

or delete entirely certain features and functionality. The AGENCY agrees that LESS, INC. has no obligation to provide any updates or to continue to provide or enable any particular features or functionality; provided, however, that the discontinuance, removal or disengagement of any service, feature or function deemed by the AGENCY to be essential shall be grounds for termination of this agreement by the AGENCY. 11. TERMINATION: The following termination rights are in addition to the termination rights that may be provided elsewhere in the Software License Agreement: a. Right to Terminate During Evaluation Period. The AGENCY shall have thirty (30) days to evaluate the SOFTWARE from the execution of the Software License Agreement. The AGENCY may terminate the Software License Agreement during this time period for any reason. Any fees and costs shall be refunded as set forth in Schedule A. b. Right to Terminate Upon Notice. Either party may terminate this Software License Agreement at any time after the evaluation period provided for in § 11(a), by providing written notice to the other party. 12. CRIMINAL JUSTICE INFORMATION: The AGENCY warrants to LESS, INC., that it is a criminal justice agency as defined by § 44-5-103(7), MCA, and that it is permitted to collect, process, and preserve criminal justice information pursuant to § 44-5-201, MCA. The AGENCY agrees that its use of the SOFTWARE shall be in accordance with § 44-5-101 et seq., MCA. LESS, INC. agrees that it shall maintain criminal justice information system security in accordance with § 44-5-401, MCA. AGENCY represents and warrants that it will only use the SOFTWARE and related services for lawful purposes. 13. LIMITED INDEMNITY: LESS, INC. and the AGENCY recognize and acknowledge that a criminal defendant who is the subject of a warrant procured or arising from AGENCY’s use of the SOFTWARE, or related services, could subpoena LESS, INC.’s records and officers, and that responding to such a subpoena would cause LESS, INC. to suffer significant financial hardship. In recognition and acknowledgment of this potential risk and financial hardship, the parties recognize and acknowledge that part of the consideration for use of the SOFTWARE and related services provided, and in addition to the present cost as set forth on Schedule A, is that AGENCY shall have a duty to 34

Law Enforcement Support Services, Inc. Page 4 of 8 Software License Agreement

defend and indemnify the fees, costs and expenses that LESS, INC., incurs in responding to such a subpoena. 14. LEGAL ADVICE: The AGENCY acknowledges that all communication of information to or from LESS, INC., or to or from or relating to the use of the SOFTWARE, shall not constitute the practice of law as defined by § 37-61-201, MCA. No communication shall constitute or create an attorney-client relationship. No communication shall constitute solicitation or legal advice. 15. CONFLICT OF INTEREST: LESS, INC. and its shareholders may have an interest in this Software License Agreement which would be prohibited by § 2-2-201 et seq., MCA., based upon the current employment of Thorin Geist by the Ravalli County Attorney’s Office. As such, the fees set forth in Schedule A shall be waived. The AGENCY shall be permitted to use the SOFTWARE free of charge for so long as Thorin Geist remains employed by the Ravalli County Attorney’s Office. LESS, INC. and the AGENCY agree that the development and use of the SOFTWARE has not been and will not constitute a violation of § 2-2-104, MCA. 16. ASSIGNABILITY: The license granted hereunder is personal to the AGENCY and may not be assigned by any act of the AGENCY or by operation of law, unless made in connection with a transfer of substantially all the assets of AGENCY or with the consent of LESS, INC. 17. COPYRIGHT/TRADEMARK: Unless otherwise noted, all materials, including but not limited to images, illustrations, designs, icons, photographs, video clips, software, software codes, algorithms, data, and written and other materials that are part of https://securewarrant.com, or any other website maintained, owned or operated by LESS, INC., are protected under copyright laws and are the trademarks and/or other intellectual property owned, controlled or licensed by LESS, INC. 18. CHOICE OF LAW/VENUE: This Software License Agreement shall be governed and interpreted by the laws of the State of Montana. Missoula County, Montana, shall be the appropriate venue and jurisdiction for the resolution of any disputes hereunder. LESS, INC. and the AGENCY hereby consent to such personal and exclusive jurisdiction. 19. DISPUTE RESOLUTION: LESS, INC. and the AGENCY agree to encourage the amicable resolution of disputes involving the SOFTWARE and services related thereto, 35

Law Enforcement Support Services, Inc. Page 5 of 8 Software License Agreement

and to avoid the financial costs of litigation if at all possible. Accordingly, LESS, INC. and the AGENCY covenants and agrees that all claims, grievances, or disputes between LESS, INC. and the AGENCY, including, without limitation, claims, grievances, or disputes arising out of or relating to the interpretation, application, or enforcement of this Software License Agreement (collectively “Claim”), shall be subject to the following: a. Any Party having a Claim (“Claimant”) against any other Party (“Respondent”) shall not file suit in any court or initiate any proceeding before any administrative tribunal seeking redress or resolution of such Claim until it has complied with the following procedures: i. Notice. The Claimant shall notify each Respondent in writing of the Claim (the “Notice”), stating plainly and concisely: 1. The nature of the Claim; 2. The basis of the Claim; and 3. What remedy the Claimant seeks. ii. Negotiation. Each Claimant and Respondent (the “Parties”) shall make every reasonable effort to meet in person and confer for the purpose of resolving the Claim by good faith negotiation. Upon receipt of a written request from any Party, accompanied by a copy of the Notice, either Party may appoint a representative to assist the Parties in resolving the dispute by negotiation, if in its discretion it believes its efforts will be beneficial to the Parties and to the welfare of the community. iii. Mediation. If the Parties do not resolve the Claim through negotiation within thirty (30) days of the date of the Notice (or within such other period as may be agreed upon by the Parties, and described as “Termination of Negotiations”), Claimant shall have thirty (30) additional days within which to submit the Claim to a neutral Mediator. The Mediation procedure shall be as follows: each party shall submit the names of two proposed Mediators, and one (1) Mediator shall be chosen from the names submitted. If the Parties cannot agree upon a Mediator, a Mediator shall be chosen by Scott Gratton, Esq., BROWN LAW FIRM, 406.830.3248. 36

Law Enforcement Support Services, Inc. Page 6 of 8 Software License Agreement

b. Final and Binding Arbitration. If the Parties do not resolve the Claim through mediation, the Claimant shall have thirty (30) days following termination (as determined by the mediator) of mediation proceedings (“Termination of Mediation”) to submit the Claim to arbitration in accordance with the Montana Uniform Arbitration Act, § 27-5-101, MCA, et. seq. Subsection (d) is an agreement of the Parties to arbitrate all Claims and is specifically enforceable under the applicable arbitration law of the State of Montana. The arbitration award (the “Award”) shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction to the fullest extent permitted under the laws of the State of Montana. 20. SEVERABILITY: If any provision of this Software License Agreement is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and such invalid provision shall be deemed to be severed from the Software License Agreement. 21. NOTICES: Any notice required to be given pursuant to this Software License Agreement shall be in writing and mailed by certified mail, or delivered by a national overnight express service. Either party may change the address to which notice or payment is to be sent by written notice to the other party pursuant to the provisions of this paragraph. Invoices for costs and fees set forth in Schedule A may be provided by email. 22. AGREEMENT BINDING ON SUCCESSORS: This Software License Agreement shall be binding on and shall inure to the benefit of the parties hereto, and their heirs, administrators, successors, and assigns. 23. ORIGINAL AGREEMENT: LESS, INC., shall retain the original Software License Agreement, which shall be available for review by the AGENCY during normal business hours in Ravalli County, Montana. The AGENCY shall retain a copy of the Software License Agreement. 24. HEADINGS: Headings used in this Software License Agreement are for convenience only and shall not be used to interpret or construe its provisions. 25. LABELS: The term “parties” shall include LESS, INC., and the AGENCY. 26. MCA: Any reference to the laws of the State of Montana are for the laws that are in effect as of the date of this Software License Agreement. 37

Law Enforcement Support Services, Inc. Page 7 of 8 Software License Agreement

27. ENTIRE AGREEMENT: This Software License Agreement contains the entire understanding of the parties and shall not be modified or amended, except in a separate written document labeled “Addendum to Software License Agreement” and thereafter signed by parties. This Software License Agreement shall take precedence over any other document that may be in conflict therewith.

DATED on April 5, 2018. ______Thorin Geist, President Law Enforcement Support Services, Inc.

DATED on April 5, 2018. ______Steve Caldwell Park County Commissioner

DATED on April 5, 2018. ______Clint Tinsley Park County Commissioner

DATED on April 5, 2018. ______Bill Berg Park County Commissioner

Law Enforcement Support Services, Inc. Page 8 of 8 Software License Agreement

SCHEDULE A

1. INITIATION FEE: The AGENCY agrees to pay an initiation fee to LESS, INC. in the sum of $0.00 per each full-time law enforcement officer employed by the AGENCY, to set up and initiate the SOFTWARE. LESS, INC. agrees to set up and initiate the AGENCY’s users within thirty (30) days after the execution of the Software License Agreement. 2. ANNUAL FEE: a. The AGENCY shall pay the sum of $150.00 per year for each full-time law enforcement officer employed by the AGENCY. The fee includes access by the county or city attorney, and all District Court judges, Justices of the Peace, and Municipal Judges, within the AGENCY’s jurisdiction. b. The AGENCY may also elect to pay the sum of $75.00 per year for any part- time law enforcement officer, part-time reserve officer, or any full-time or part-time support staff, employed by the AGENCY. 3. INITIAL PAYMENT: LESS, INC. shall send the AGENCY an invoice for the initiation and annual fees provided for in §§ 1-2. The annual fee shall be pro-rated based upon the actual number of calendar days remaining in the fiscal year. Payment shall be due within thirty (30) days of the invoice. LESS, INC., reserves the right to add a 10% fee for any late payment received. 4. RENEWAL PAYEMENT: The Software License Agreement shall be automatically renewed each calendar year. LESS, INC., shall send the AGENCY an invoice for the annual fees provided for in § 2 on or before the first day of July in any given calendar year. Payment shall be due within thirty (30) days of the invoice. LESS, INC., reserves the right to add a 10% fee for any late payment received. An additional fee of 3.4% of the total invoice shall be added for a credit card payment. 5. UPDATES: The AGENCY may periodically wish to update users who have access to the SOFTWARE. Updates shall be made free of charge and shall not incur an initiation fee. Any increase in the total number of users shall be paid as provided for in §§ 2-4. 6. REFUNDS: The AGENCY shall have thirty (30) days from the execution of the Software License Agreement to evaluate the SOFTWARE. The AGENCY may 39

Law Enforcement Support Services, Inc. Schedule A Software License Agreement

terminate the Software License Agreement at any time during this thirty (30) day period and LESS, INC. shall refund all annual fees paid. After the thirty (30) day period no refunds shall be provided.

Law Enforcement Support Services, Inc. Schedule A Software License Agreement