LETTER OF INTENT SEE SIGNED LETTER FROM LOLITA ZINKE The purpose of this Letter of Intent (“LOI”) is to set forth certain understandings and commitments between 95 KARROW, LLC (“95 KARROW”) and the GREAT NORTHERN VETERANS PEACE PARK FOUNDATION, INC. (the “PEACE PARK”). WHEREAS, the PEACE PARK is the owner of real property described as Tract 2 of COS 19103 and all or a portion of the real property described as Parcel A of COS 19103 (the “PEACE PARK Property”). WHEREAS, 95 KARROW is or will be the owner of real property described as Tract 1 of COS 9540 and commonly known as 95 North Karrow Avenue, Whitefish Montana (the “95 KARROW Property”). The terms of the agreement between 95 KARROW and the PEACE PARK will be more particularly set forth in an access easement and a parking easement, to be mutually agreed upon by the parties. The terms of such easements are generally as follows: 1. Access Easement. 95 KARROW will grant to the PEACE PARK, an easement for ingress and egress to the PEACE PARK from North Karrow Avenue, across the 95 KARROW Property, to the PEACE PARK Property. The easement shall be in a mutually agreeable location and shall contain mutually agreeable terms and conditions. 2. Parking Easement. The PEACE PARK will grant to 95 KARROW, an easement to construct, maintain, and access a parking lot on the PEACE PARK Property. The easement shall be in a mutually agreeable location and shall contain mutually agreeable terms and conditions. The obligations contained in this LOI are conditioned on the purchase of the 95 KARROW Property by 95 KARROW, and 95 KARROW obtaining all necessary permits, PUD, approvals, zoning, districts, and any other licenses or approvals that it deems necessary to proceed with its planned development and use of the 95 KARROW Property. This LOI will not be binding unless the parties execute the Access Easement and the Parking Easement. This LOI is governed by the laws of the state of Montana without regard to conflict of law principles. It constitutes the entire understanding and agreement between the parties and it supersedes all prior or contemporaneous agreements, representations, warranties, and understandings of such parties (whether oral or written). This LOI may be amended only by written agreement. Letter of Intent Page 1 of 2 City Council Packet December 4, 2017 Page 680 of 818 DATED: ______________________ 95 KARROW, LLC _______________________________ By: CASEY MALMQUIST, Member DATED: ______________________ GREAT NORTHERN VETERANS PEACE PARK FOUNDATION, INC. _______________________________ By: RYAN ZINKE, Director Letter of Intent Page 2 of 2 City Council Packet December 4, 2017 Page 681 of 818 September 21, 2017 Great Northern Veterans Peace Park (GNVPP) Foundation 409 West 2"" Street Whitefish MT 59937 SUBJ: Letter of Intent regarding GNVPP Foundation approval of 95 Karrow Project This letter is to verify that it is the intent of the GNVPP Foundation to concur with the general design of the parking, micro-brewery, multiple use path, fence, and other supporting elements of the 95 Karrow project on GNVPP Foundation property as annotated in enclosure (1). Final approval of specific terms and conditions are subject to GNVPP Foundation board review and concurrence pending City of Whitefish project approval. .,; ; ,• ·, _ . , President Enclosure (1) City Council Packet December 4, 2017 Page 682 of 818 A ?x EVENT -R I lie City Council Packet December 4, 2017 Page 683 of 818 6" (I)