THE UNDERSIGNED, BEAR HOLLOW PROPERTIES, LLC, (herein "Developer") of 3110 Parkwood Lane, Bigfork, Montana 59911, hereby encumbers and restricts the herein-described real property with the Covenants, Conditions and Restrictions set forth below. The real property affected by these Covenants, Conditions and Restrictions is located in Flathead County, Montana, and is more particularly described as follows:

Said property is herein sometimes referred to as the "Bear Hollow."

From and after the date this document is recorded with the Flathead County Clerk and Recorder's office, such property shall not be used, nor shall any activities be conducted on such property, where such is in violation of these Covenants, Conditions and Restrictions.

1. PURPOSE, USE AND ACTIVITIES: The purpose of these Covenants, Conditions and Restrictions is to ensure that Bear Hollow is developed for single-family residences and to further ensure that each property owner in the Subdivision can quietly and peacefully enjoy and use their property and to ensure that all homes and improvements constructed on the property meet certain minimum size and construction standards, all as further set forth below.
   
    
   1. No lot shall be used except for one single-family residence and no building shall be erected, altered, placed or permitted to remain except for residential purposes, except with the prior approval of the Architectural Control Committee. Outbuildings shall conform in appearance with the single-family residence and must be approved by the Architectural Control Committee, which shall have the right, in its discretion, to not allow any outbuildings which, in the opinion of the Architectural Control Committee impede an adjoining property owner's use or enjoyment of his/her property (including the view from such property), do not fit with the character of the surrounding residences, or are otherwise unsightly.
      
       
   2. No lot shall be further subdivided.
      
       
   3. No structure or other improvement may be constructed on any lot until such has been approved by the Architectural Control Committee, all as further provided for herein. No temporary building, house trailer, mobile home, or other temporary structure shall be erected or placed upon this property during construction. All construction shall be completed within one (1) year from the date construction begins. All homes must be of new construction with permanent foundations and shall contain no less than 1,500 square feet of above-ground living space. For purposes hereof, the above-ground living space shall not include attached garages, decks or porches, nor shall any basement space be included as part of the required 1,500 square feet. All bi-level structures shall contain no less than 1,000 square feet of living space on the main floor, exclusive of attached garages, basements, decks, porches, and the floor space above the main floor. A residence with a daylight basement shall have at least one outside access, and the ground level immediately outside of the basement access shall be at least six inches (6") below the floor level of the walkout basement, and there shall be proper drainage away from the residence. No structure on any lot shall have a roof or exterior siding which is silver or metallic colored, reflective, or shiny. Only Class A and Class B fire resistant roofing materials are required on all structures within Bear Hollow.
      
       
   4. All areas of lots disturbed during construction shall be landscaped or returned to natural vegetation after construction. If construction activity on any lot should cause damage to the roads or improvements, the cost or repair shall be solely borne by the owner of said lot. No owner may change the alignment and grade of the drainage swale next to the road which would redirect or inhibit the flow of runoff.
      
       
   5. Outside storage is limited to one (1) operational car or truck and one (1) motor home or other recreational vehicle, or one (1) boat or other recreational vehicle. No other such vehicles shall be allowed to remain upon any of the said lots unless placed in a garage. However, variances may be granted by the Architectural Control Committee so long as outside storage is in an inconspicuous location on the lot and does not obstruct the view of the neighboring lots or cause a nuisance to the neighborhood.
      
       
   6. No signs, advertising billboards, banners or advertising structures or devices of any kind shall be erected, used or maintained on the property except for the following purposes: advertising the property for sale or for rent (signs not to exceed five (5) square feet), or contractor's signs placed on the property during construction. Notwithstanding the foregoing, Developer shall be allowed to place any signage on the property desired by it until all lots comprising the property are sold.
      
       
   7. A minimum two-car garage shall be required for each lot. No on-street parking shall be allowed in front of any lot.
      
       
   8. All driveways shall be paved with asphalt or concrete surfacing from the street pavement to the garage; each driveway with a potential to impede flows of surface water shall have a culvert (12-inch minimum corrugated galvanized steel with flared end pieces or equal) at the drainage point next to the road.
      
       
   9. No profession, business, manufacture, trade or commercial activity may be conducted on the premises except home occupations as defined by county ordinances, which do not significantly increase traffic within Bear Hollow.
      
       
   10. No building on any lot shall be located closer than twenty (20) feet to any lot line. However, variances from the foregoing may be granted by the Architectural Control Committee in appropriate cases where it is demonstrated that the adjoining property owner(s) is(are) not adversely affected by said variance. No structure shall be located within twenty-five feet (25') of the highwater mark of the pond located in Bear Hollow as such highwater mark is depicted on the final subdivision plat of Bear Hollow. Defensible space standards shall be incorporated around all primary structures as described in Appendix G of the Flathead County Subdivision Regulations.
       
        
   11. No fuel tanks above or below ground are allowed.
       
        
   12. For elimination of traffic hazards and to promote traffic safety, no hedge or shrub planting which obstructs sight lines at elevations between three (3) and six (6) feet above the roadway shall be placed or be permitted to remain on any corner lot within the triangular area formed by the street property lines and a line connecting them at points twenty-five (25) feet from the intersection of the street lines, or in case of a round property corner, from the intersection of the street property lines extended. The same sight line limitations shall apply on any lot within ten (10) feet from the intersection of a street property line with the edge of a driveway. No trees shall be permitted to remain within such distances of such intersections unless the foliage line is maintained at sufficient height to prevent obstruction of such sight items.
       
        
   13. An Architectural Control Committee is hereby formed and shall initially consist of three (3) members, all of whom shall be designated by the Developer until such time as the Bear Hollow Homeowners Association ("Association") is formed and operating. At such time as the Association is formed, the Architectural Control Committee shall consist of three (3) or more persons as determined by said Association, and the members of such Committee elected by the members of the Association. All owners intending to construct a dwelling or build any type of structure whatsoever upon any lot shall first submit their plans and specifications in writing to the Architectural Control Committee. Plans must include proposed exterior colors and materials and landscaping plans, and such other information and detail required or requested by the Committee. Any proposed plan and other related or required information shall be submitted with the applicable fee, if any, that is required by the Architectural Control Committee.
       
        
   14. No dwelling house or other structure or fence shall be erected, placed or altered on any lot until the construction plans and specifications, along with the proposed site therefor, have been approved in writing by the Architectural Control Committee as to the quality of workmanship and materials, harmony of external design with existing structures, and location of the structure with respect to topography and finish grade elevation. Approval or disapproval by the Architectural Control Committee must be in writing. In the event the Architectural Control Committee fails to act within forty-five (45) days after the complete plans and specifications of any structure, together with any required fee, have been submitted in writing, or in any event, if no suit to enjoin the construction has commenced prior to the completion of an entire dwelling, no specific approval shall be required for such structure and the pertinent provisions of this Declaration shall be deemed to have been fully complied with.
       
        
   15. Every structure once constructed on a lot shall be kept in the same condition as at the time of its initial construction, excepting normal wear and tear. All structures shall be preserved and of pleasant appearance by maintaining paint, stain or sealer as needed. If any structure is damaged in any way, the owner shall, with due diligence, rebuild, repair and restore the structure to its appearance and condition prior to the casualty. Reconstruction or repair of any structure (including any landscaping) shall be completed within nine (9) months of any casualty that damaged or destroyed any improvements or landscaping.
       
        
   16. The appearance, height, location and construction materials of all fences must be approved by the Architectural Control Committee prior to construction.
       
        
   17. All utilities shall be underground. No antennae, poles, cellular telephone towers, communication towers, or other structures shall be erected unless approved by the Architectural Control Committee. Exterior lighting shall not exceed 100-watt bulbs. No halogen lighting is allowed for exterior lighting purposes.
       
        
   18. One of the purposes of these Covenants, Conditions and Restrictions is to impose upon each lot a proportionate share of the taxes on the Subdivision's common properties. The share of each lot shall be determined by dividing the common area taxes and assessments by the number of lots in the final plat for the Subdivision. The amount so determined shall be payable by each lot within the Subdivision as its share of common area taxes and assessments. Another purpose of these Covenants, Conditions and Restrictions is to provide for the creation of a homeowners association which has the power to assess and collect dues and assessments, all as further set forth in Article IV hereof. Notwithstanding anything contained herein to the contrary, no homeowners association dues, assessments or other charges shall be asserted against or collected from Developer, nor shall any lots owned by Developer be assessed, liened or otherwise encumbered for any homeowners association dues, assessments or other charges while such lots are owned by Developer.
       
        
   19. All addresses shall be visible from the roadway, and at the driveway entrance or on the residence. The property owners' association shall be responsible for the maintenance of the private roadways within Bear Hollow. All roads shall be maintained, including necessary repairs and snow removal, to insurance safe all-weather travel for two-way traffic.
       
        
2. ANIMALS, BIRDS, AND PETS:
   
    
   1. No poultry, birds (except inside pet birds which must be kept inside a home), hogs or other livestock or animals shall be kept or raised. Notwithstanding the foregoing, cats, dogs or other small household pets may be kept by each lot owner.
      
       
   2. All pets are to be leashed, fenced or otherwise confined to the premises and not allowed loose at any time outside the property owner's own premises. If a breach occurs, the owner of the pet is responsible for any liability and must clean up after the pet.
      
       
   3. No property owner shall have or keep any dog which barks or whines on a regular or continuous basis, or which otherwise creates an ongoing disturbance for any adjoining or neighboring property owner.
      
       
   4. Feeding of deer or bear and the use of attractants is prohibited.
      
       
3. REMOVAL OF WASTE, PROPERTY APPEARANCE AND UPKEEP:
   
    
   1. No noxious or offensive activity shall be carried on upon any lot, nor shall anything be done thereon which is or which may become an annoyance or nuisance to the neighborhood or any adjoining property owner.
      
       
   2. All structures and improvements placed upon the property shall be kept in good repair and appearance, including all fencing and outbuildings.
      
       
   3. All yards and landscaping shall be maintained and shall not be allowed to become unsightly. Lawns and native grasses shall be mowed on a regular basis. All weeds, including any noxious weeds, shall be eradicated or controlled and all lot owners are bound by the Soil Disturbance and Weed Management Plan to which the Developer of Bear Hollow and the Flathead Weed & Parks Department agreed upon.
      
       
   4. No part of this Subdivision shall be used or maintained as a dump site or storage ground for rubbish, trash, garbage, old automobiles, or other waste. All garbage and other waste shall be removed as reasonably necessary, but in any event not less frequently than twice each month. Equipment used for the disposal of such material shall be garaged (except for pickups) and must be removed from the street by 6:00 p.m. on the day of pickup. Undeveloped lots shall be mowed at least twice each year and may not be used for a dumping ground for trimmings or grass clippings.
      
       
4. HOMEOWNERS ASSOCIATION:
   
    
   1. Each property owner covenants and agrees that he/she will become and remain a member of the Bear Hollow Homeowners Association ("Association"), so long as the property owner retains any interest in any property located within this Subdivision. By accepting the conveyance of the property, the owner binds himself to abide by the bylaws and reasonable rules and regulations of the Association which may be adopted by the Board of Directors from time to time.
      
       
   2. The property owner agrees to pay to the Association such annual dues and assessments as the Board of Directors shall fix and determine, and said dues and assessments shall be paid at such time as the Board of Directors shall determine. Such dues and assessments may include amounts for operation of the Association, payment of taxes and insurance on common areas, common area utilities, road maintenance, repairs/reconstruction and snow removal, a fund for acquisition or replacement of capital improvements, legal and accounting fees, and any and all other matters determined to be appropriate by the Association and approved or assessed in accordance with the applicable rules and procedures of the Association. The Association dues and assessments shall be the same for each lot of the Subdivision.
      
       
   3. The Association shall be formed at a time to be designated by the Developer but in any event no later than within sixty (60) days of the entire development being sold. The Association shall consist of the owners of each lot of the Subdivision and such other units as may be developed on adjacent property now owned by Developer, including adjacent property on which Developer currently holds an option to purchase. The owner(s) of each lot shall be entitled to a single vote in the Association for each lot owned. When more than one person holds an interest in any lot, all such persons shall be members of the Association. The vote for such lot shall be exercised as they determine, but in no event shall more than one (1) vote be cast with respect to any lot. Notwithstanding the foregoing, it is hereby declared, understood and agreed that at all times hereafter during which Developer owns one or more lots in the Subdivision, Developer shall be entitled to three (3) votes for each lot that it owns within the Subdivision until such time as Developer has transferred to third parties all property within the Subdivision in which Developer currently owns an interest. Voting may occur on matters such as election of a Board of Directors for the Association, assessment of the Association dues and assessments (if such is not determined by the Board of Directors of the Association pursuant to the applicable rules and procedures set forth within the Association's organizational documents) amendment of these Covenants, Conditions and Restrictions, and such other matters which require a vote or an election by owners of lots within the Subdivision. In all such elections or votes, Developer shall be entitled to three (3) votes for each lot that it owns as of the date of any such vote or election.
   4. The Association shall be responsible for the care and maintenance of the common properties and each lot owner's use of the common properties shall be governed by such rules as adopted by the Association. Common properties as used herein shall include parks, pathways, entryways into the Subdivision, and all non-county roads which are for the benefit of the Subdivision, whether located within or without the Subdivision. For the purpose of maintaining and caring for these common properties, and in connection with operation of the Association, the Board of Directors may make reasonable annual assessments to the lot owners and such assessment may be collected in a suit subject to the provisions stated below for enforcement of covenants, and may become a lien upon a lot by filing by the Board of Directors of a lien which shall describe the lot, state the amount of the unpaid assessment and the date of such assessment. A lot owner whose lot is subject to such lien must pay the assessment, interest at fifteen percent (15%) per annum until paid, costs for preparation of the lien and lien release, and all recording fees before the lien is released. The Association is empowered to initiate any legal action to enforce payment of any past-due assessments or dues, including an action to foreclose any lien on a Subdivision lot. This lien may also be foreclosed in the manner of foreclosure for mortgages. In the event of litigation, the prevailing party shall be entitled to attorney's fees and costs.
      
       
   5. Lot owners are encouraged to remain active members of the Association. Each owner is a member of the Association by virtue of his/her acquisition of the lot. Upon sale, such membership shall be deemed automatically transferred from the former lot owner to the purchaser of such lot.
      
       
   6. Association dues and assessments shall be determined from time to time by the Association. Notwithstanding anything contained herein to the contrary, no amount shall be assessed or otherwise charged to Developer with respect to any lots owned by Developer, nor shall Developer's lots be encumbered, liened or otherwise charged for any such dues or assessments. The foregoing shall include Association dues and assessments, and any other amounts charged, levied or assessed any Subdivision lot owner with respect to ownership of property within the Subdivision, with the exception of real property taxes and assessments on Subdivision common properties. Real property taxes and assessments shall be allocated among the lots, including Developer's lots, in accordance with Paragraph R of Article I hereof.
      
       
5. GENERAL PROVISIONS:
   
    
   1. These Covenants, Conditions and Restrictions are to run with the land and shall be binding on all parties, and all persons claiming under them, for a period of thirty (30) years from the date these Covenants, Conditions and Restrictions are recorded, after which time said Covenants, Conditions and Restrictions shall be automatically extended for successive periods of ten (10) years unless an instrument signed by seventy percent (70%) of the owners of the lots within the Subdivision has been recorded agreeing to change said Covenants, Conditions and Restrictions in whole or in part. Any such amendment to these Covenants, Conditions and Restrictions shall be executed by the officers of the Association and recorded on the public records with the office of the Flathead County Clerk and Recorder. Any such amendment shall include a statement under oath that the required percentage of lot owners approved such amendment
      
       
   2. Each property owner and every person hereinafter holding any right, title or interest in any lot of the Subdivision shall have the right to prevent or stop violation of any of the said restrictions by injunction or other lawful procedure, in law or in equity, against the person(s) violating or threatening to violate these Covenants, Conditions and Restrictions. Additionally, the Association or Developer shall have the right to bring legal or equitable action to enforce these Covenants, Conditions and Restrictions. Any person who shall prosecute an action successfully may recover any damages resulting from such violation, and it is expressly understood by any person purchasing any property within the Subdivision that if an action is successfully brought against such individual for a violation of these Covenants, Conditions and Restrictions, reasonable attorney's fees and costs shall be recoverable by the prevailing party, and if the party seeking to enforce these Covenants, Conditions and Restrictions is successful, such party shall also be entitled to recover any damages he/she/it incurred as a result of the violation which resulted in such litigation.
      
       
   3. Invalidation of any one of these Covenants, Conditions and Restrictions by judgment or court order shall in no way affect any of the other provisions, which shall remain in full force and effect.
      
       

IN WITNESS WHEREOF these Covenants, Conditions and Restrictions were executed this _______ day of October, 2005.

BEAR HOLLOW PROPERTIES, LLC

By______________________________________

James R. Pierce, Member

STATE OF MONTANA )

) ss.

County of Flathead )

This instrument was acknowledged before me on the _____ day of October, 2005, by James R. Pierce, as a Member of Bear Hollow Properties, LLC.

________________________________________

______________________________(printed name)

Notary Public for the State of Montana

Residing at _______________________________

My Commission expires ____________________