Location Agreement
PRODUCTION # N09363
PRODUCTION TITLE: "Basic Math"
SET # 1237 & 1241
ACCT # 3612
Date: Sept. 25th, 2013
COLUMBIA PICTURES INDUSTRIES, INC.
LOCATION AGREEMENT
1. USE OF PROPERTY. Nader F. Dareshori ("Grantor") hereby grants to COLUMBIA PICTURES INDUSTRIES, INC. (hereinafter called "Company") and its representatives, employees, contractors, agents, independent producers, and suppliers, permission to enter upon and use both the exterior and the interior of the property located at:
44 Carisbrooke Rd, Wellesley, MA 02481
("Property") for the purposes of recording certain scenes for the above-referenced motion picture ("Picture"), including without limitation photographing the Property and reproducing the Property elsewhere for the purpose of photographing the same, including the name, signs and identifying features thereof, accurately or otherwise, by means of film, tape, videotape, digital formats or other medium.
2. TERM. The permission herein granted shall be for the period of time set forth in Schedule "A," which period shall commence on or about October 8, 2013 (subject to change on account of weather conditions, changes in the production schedule of the Picture or as set forth in paragraph 8 below) (the "Commencement Date") and continue until the completion of all scenes and work required on the Property in connection with the Picture; Provided that any day exceeding eight (8) consecutive days shall be considered additional use, as defined below. Grantor also grants permission for Company, upon 10 days written notice to Grantor, to reenter the Property for the purpose of making added scenes and retakes ("Additional Use") and Company and Grantor shall coordinate in good faith, taking into account Company's required schedule, with respect to any such required Additional Use. The terms of this Agreement shall also govern any Additional Use.
3. CONDITION OF PROPERTY. Company may place any and all necessary facilities and equipment, including temporary sets, on the Property and agrees to remove same after the completion of Company's work and leave the Property in as good condition as when received, reasonable wear and tear from uses permitted herein excepted. Signs on the Property may, but need not, be removed or changed by Company; provided, however, that if such signs are moved or changed, they must be replaced in their original position.
4. AGENT-IN-FACT. Grantor hereby designates Company as its agent-in-fact with full authority to act in conjunction with and/or on behalf of and in the name of Grantor to expel from the Property any individual not authorized to be present at the Property by either Company or Grantor.
5. INDEMNITY; INSURANCE. Company agrees to use reasonable care to prevent damage to the Property, and will indemnify Grantor and hold Grantor harmless from any claims and demands of any person or persons arising out of or based upon personal injuries, death or property damage resulting directly from any act of negligence on Company's part in connection with the use of the Property as provided hereunder. Company shall provide Grantor, prior to the Commencement Date, with evidence of commercial general liabilityand excess/umbrella liability insurancewith combined limits of Four Million Dollars ($4,000,000)in an amount noless than One Million Dollars ($1,000,000) naming Grantor as an additional insured party thereon.
6. GRANT OF RIGHTS. All rights of every kind in and to all photographs and sound recordings made hereunder (including, but not limited to, the right to exhibit any and all scenes photographed or recorded at and of the Property or reproduction of the Property throughout the world in perpetuity) shall be and remain vested in Company, its successors, assigns and licensees, and neither Grantor nor any tenant, or other party now or hereafter having an interest in the Property, shall have any right of action against Company or any other party arising out of any use of said photographs and/or sound recordings whether or not such use is, or may be claimed to be defamatory, untrue, or censurable in nature and Grantor, any tenant, and any other party now or hereafter having an interest in the Property, hereby waives any and all rights of privacy, publicity, or any other rights of a similar nature in connection with the exploitation of any such photography or sound recordings.
7. CONSIDERATION. In full consideration of Grantor entering into this agreement and granting to Company all rights granted hereunder, Company shall pay Grantor the amounts set forth in Schedule "A."
8. POSTPONEMENT. The Commencement Date and any and all obligations of the parties hereto shall be postponed for a period equal to the period of any Act of God, fire, strike or other labor controversy, law or other governmental regulation materially which hinders or prevents Company's normal business operations or production of the Picture or other event of force majeure (as such term is customarily defined by Company), plus such additional period of time as Company may reasonably require to recommence production of the Picture.
9. ELECTION NOT TO PROCEED. Company shall have no obligation to use the Property or include the Property in the Picture. Should Company elect at any time not to use said Property for filming or any other purposes (which Company shall have the right to do), written notice thereof will be given by Company to Grantor. If such written notice is given prior to Oct. 8th, 2013, Grantor shall not be entitled to any compensation and thereafter the parties hereto shall be released from any and all of their respective obligations hereunder. If such written notice is given after Oct. 8th, 2013, Company shall remain obligated to restore the Property as provided above and Grantor shall only be entitled to receive as full compensation for Company's use either the negotiated daily rate for each day of preparation and/or photography that Company actually used the Property, or a pro-rated amount of the negotiated fee for each day during which Company used the Property, whichever is applicable.
10. RELEASE OF CLAIMS. After Company has completed its work at the Property, including all necessary restoration, if any, Company shall be deemed to have fully and properly vacated the Property and shall be relieved of any and all obligations in connection with the Property unless Grantor, within five (5) business days after Company leaving the Property, informs Company in writing of any damage to the Property and/or restoration not completed to Grantor's satisfaction. Unless the foregoing timely notice is given to Company, Grantor hereby agrees to promptly sign and deliver to Company the release attached hereto as Schedule "C."
11. INCORPORATION OF SCHEDULES. The provisions contained in Schedule "A" and, if any, in Schedule "B" and Schedule "C," attached hereto shall be deemed to be a part of this Agreement.
12. GRANTOR REMEDIES. The rights and remedies of Grantor in the event of any breach by Company of this Agreement shall be limited to Grantor's right to recover damages, if any, in an action at law, and Grantor waives any right or remedy in equity, including without limitation any right to terminate or rescind this Agreement, or any right granted to Company hereunder, or to enjoin or restrain or otherwise impair in any manner the production, distribution, exhibition or other exploitation of the Picture or any parts or elements thereof or the use, publication or dissemination of any advertising in connection therewith.
13. GRANTOR WARRANTIES. The undersigned warrants that the undersigned has the full right and complete authority to enter into this Agreement, that the consent of no other party is necessary to effectuate the full and complete permission granted herein to Company to use the Property as described above or to grant the rights conveyed to Company hereunder, and that the use of the Property as provided herein shall not violate any applicable ordinance, zoning restriction or local laws to the Grantor’s best knowledge.
14. NOTICES. All notices required hereunder shall be in writing and shall be given either by personal delivery, or by United States registered or certified or regular mail (postage prepaid), and shall be deemed given hereunder on the date delivered, or a date three (3) business days after the date mailed if mailed in the United States, and five (5) business days if mailed outside of the United States, if to Grantor at the Property address set forth above on page 1 and if to Company at: Columbia Pictures, 10202 West Washington Blvd., Culver City, CA 90232, Attn: Executive Vice President, Legal Affairs Fax (310) 244-1357.
15. ARBITRATION. The parties agree that any and all disputes or controversies of any nature between them arising in connection with the Picture and/or this Agreement shall be determined by binding arbitration in accordance with the rules of JAMS (or, with the agreement of the parties, ADR Services) before a single neutral arbitrator ("Arbitrator") mutually agreed upon by the parties. If the parties are unable to agree on an Arbitrator, the Arbitrator shall be appointed by the arbitration service. The Arbitrator's decision shall be final and binding as to all matters of substance and procedure, and may be enforced by a petition to the Superior Court for confirmation and enforcement of the award. Prior to the appointment of the Arbitrator or, in the case or remedies beyond the jurisdiction of an arbitrator, at any time, Company may seek pendente lite without thereby waiving its right to arbitration of the dispute or controversy under this section. All arbitration proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed, except as necessary to obtain court confirmation of the arbitration award.
16. LIMITATION ON DAMAGES. In no event will any party hereto be liable for or have any obligation to pay to the other consequential and/or incidental and/or special and/or punitive damages, all of which are expressly excluded, and the parties hereby waive any right to recover any such damages from the other.
COLUMBIA PICTURES INDUSTRIES, INC.
By:______
Its:______
ACKNOWLEDGED, ACCEPTED
AND AGREED TO:
______
Social Security No.
or Federal I.D. No. ______
03/27/2003/SK1
Location Agreement
SCHEDULE "A"
Company shall have the right to use the Property for all uses in connection with the Picture (e.g., for preparation, photography and striking/clean up) for a period of time currently scheduled to commence on Oct. 8th and end on Oct. 15th.
Consideration.
The sum of Thirty Thousand ($30,000), which amount shall be payable as follows:
AOne-Third upon signature of this Agreement;
B.One-Third upon Company's entering the Property; and
C.One-Third upon Company's vacating the Property and Grantor delivering the signed release in form attached as Schedule "C."
Should Company require Additional Use of the Property as set forth in the agreement, the foregoing consideration shall be pro-rated at the rate of Five Thousand($5,000) per day for each day of such Additional Use; Provided that any additional use shall not exceed eight (8) consecutive days.
03/27/2003/SK1
Location Agreement
SCHEDULE "B"
1)ART DEPARTMENT WORKLIST: Final version would be attached
2)INTERIM HOUSING–The Company will provide, at its own expense, interim housing for the prep, shoot, and wrap periods, if so desired by the Grantor.
3)OFF-LIMITS ROOMS: The Grantor’s Dining and Living rooms will be marked as off -limits, along with the storage closet on the ground floor. No personnel from the Company will be allowed into these rooms.
4)CRAFT SERVICE: The Grantor will allow craft service – snacks for the crew – to be sited in the kitchen.
5)GREEN ROOM: The Grantor will allow the usage of the guest room as a “green room” on the 2nd floor . No other usage of the 2nd floor is contemplated.
6)GARAGE FOR STORAGE: The Grantor will allow the Company to utilize two of the three bays of the garage for storage, and will facilitate that aspect by moving the cars out of the garage to park in the driveway.
03/27/2003/SK1
Location Agreement
SCHEDULE "C"
LOCATION RELEASE
COLUMBIA PICTURES INDUSTRIES, INC. ("Company")
10202 W. Washington Blvd.
Culver City, CA 90232
Re: "______" ("Picture")
Ladies/Gentlemen:
In connection with that certain location agreement entered into between the undersigned and Company, Company was granted the right to enter upon the undersigned's property located at ______
in connection with the filming of the above-referenced motion picture. The undersigned acknowledges that Company has fully vacated the property, without damage thereto, and/or has restored the property to the undersigned's satisfaction, and the undersigned releases Company and its successors and assigns, from any and all claims, demands, actions, causes of action, suits, contracts, promises, damages, judgments, obligations and liabilities of every kind which the undersigned, and/or the undersigned's successors and assigns, ever had at any time in the past, now has or hereafter may have against Company, and its successors and assigns, whether known or unknown, due to any cause based upon, arising from or relating to the filming done by Company utilizing the undersigned's property.
The undersigned, and the undersigned's successors and assigns, hereby waive any and all benefits and rights accruing by reason of the provisions of California Civil Code Section 1542, as presently in effect or hereafter amended, which now provides as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS/HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM/HER MUST HAVE MATERIALLY AFFECTED HIS/HER SETTLEMENT WITH THE DEBTOR"
and also waive the provisions of all statutes and principles of common law of any of the States of the United States, or any political entity or nation, that may govern this release and are comparable, equivalent or similar to Section 1542.
Very truly yours,
______
(Signature)
______
(PRINT)
______
(Date)
03/27/2003/SK1
Location Agreement
03/27/2003/SK1