Location Release
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, (“Owner”) hereby grants to C&I Studios and/or C&I Films (“Company”), and Company’s subsidiaries, parents, affiliates, licensees, designees, and assigns and their respective employees, agents, independent producers, contractors and suppliers, (collectively “Released Parties”), permission to enter upon and use the property located at the address indicated above (“Property”) for the purpose of photographing and recording certain scenes for a program/film (“Program”) commencing on or about the date above (subject to change on account of weather conditions or changes in production schedule), and continuing until completion of all scenes and work required.
Company may place all necessary facilities and equipment, including temporary sets on the Property, and agrees to remove the same after completion of work and leave the Property in as good condition as when it was received, reasonable wear and tear from uses permitted herein excepted. Signs on the Property may, but need not, be removed or changed, but, if removed or changed by Company, must be replaced.
Owner represents and warrants that the Property is maintained in compliance with all federal, state and local laws, rules, regulations, codes and ordinances and is free of latent defects or illegal conditions of which Owner is or should be aware except those of which Owner has notified Company. Company agrees to use reasonable care to prevent damage to the Property, and will indemnify Owner, and all other parties lawfully in possession, of the Property, and hold each of them harmless from any claims and demands of any person or persons arising out of or based upon personal injuries, death or property damage suffered by such person or persons resulting directly from any act of negligence on Company’s part in connection with the work hereunder.
Company shall have the right to photograph, record and use in any manner whatsoever any name connected with the Property and any signs located thereon and any logos and verbiage contained on such signs (including, but not limited to, any tradenames, trademarks and copyrights) in connection with or as part of the Program and the right to refer to the Property by any real or fictitious name and the right to refer to any real or fictitious events as having occurred on the Property. Company shall have the right to reproduce, exhibit, advertise, and exploit and license others to reproduce, exhibit, advertise, and exploit all of the photographs and recordings made hereunder in connection with the Program in any and all media, whether now known or hereafter devised, throughout the universe in perpetuity, including, without limitation, the right to use or authorize the use of any portion(s) of the Program containing the photographs and recordings made hereunder in connection with any derivative work of the Program or any other program and/or in connection with the exploitation of any ancillary rights with respect to the Program or any derivative work thereof or any other program. Company shall be the sole owner of all right, title and interest in and to the Program and any photographs and recordings hereunder.
Company is not obligated to actually use the premises or produce the Program or include material shot hereunder in the Program. Company may at any time elect not to use the premises by giving Owner written notice of such election, in which case neither party shall have any obligation hereunder. If Company requires use of the premises for additional use in connection with the Program, Owner shall permit Company to re-enter upon and again utilize the premises for such purpose. The dates for such additional use shall be subject to Owner’s approval, which approval Owner shall not unreasonably withhold Owner’s sole remedy for any breach or alleged breach by Company shall be an action at law to recover such damages as may have been actually suffered by Owner (if any) as a result thereof and Owner will not have the right to terminate or rescind this Agreement or to enjoin the distribution, marketing, advertising or exploitation of the Program or any derivative work thereof or any other program.
Owner agrees not to make any commercial or any other use of the fact that the Property appeared or may appear in the Program. Company may assign its rights hereunder in whole or in part to any person, firm or corporation and this Agreement may be assigned by any assignee thereof; provided, however, that Company shall remain secondarily liable hereunder unless such assignment is to any “major” or “mini-major” studio (as those terms are commonly understood in the entertainment industry) or to any other similar financially responsible party which assumes all of Company’s obligations hereunder in writing, in which case, Company shall have no further liability hereunder. This Agreement and Owner’s rights and obligations hereunder are not assignable by Owner and any purported assignment thereof will be null and void from the making thereof. Owner hereby represents and warrants that Owner has the right and authority to make and enter into this agreement and to grant Company the rights set forth herein. If Owner does not own the Property but rather holds exclusive possession of the Property pursuant to a lease agreement, Owner represents and warrants that it has obtained all necessary permissions and consents from the lessor, and upon Company’s request, shall cause such lessor to execute a Location Agreement in the form specified by Company. Owner hereby agrees to indemnify Company and Released Parties from and against any and all losses, liabilities, damages, expenses and claims (including reasonable attorney’s fees) as a result of any breach of said representations and warranties or agreements made by Owner in this Agreement. This is the entire agreement and supersedes and replaces all previous agreements and negotiations. This Agreement may not be modified or terminated without the express written consent of both parties. No other authorization is necessary to enable Company to use the Property for the purpose herein contemplated. This Agreement shall be governed by the laws of the State of Florida and the parties hereto agree to submit to jurisdiction in the State of Florida.
