Loading...
HomeMy WebLinkAboutEvolution Film & Tape, Inc. (EF & T) - 2008-04-21 (3)Council/Agency Meeting Held: /ozood- Deferred/Continued to: App oved ❑ Conditionally Approved ❑ Denied k'ktCit lerk' Sign e Council Meeting Date: 4/21/2008 Department ID Number: CS08-013 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMB SUBMITTED BY: PAUL EMERY, INTERIM CITY ADMINISTRATO PREPARED BY: JIM B. ENGLE, DIRECTOR OF COMMUNITY SERVIC SUBJECT: APPROVE THE SECOND FILM PRODUCTION AGREE NT BETWEEN THE CITY OF HUNTINGTON BEACH AND EVOLUTION FILM AND TAPE FOR TELEVISION SERIES ON MARINE SAFETY DIVISION Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Evolution Film and Tape, Inc. has approached the city with a proposal for a second agreement to produce additional episodes of a television series, Ocean Force Huntington Beach — OC, truTV network based upon the lifeguards of the City of Huntington Beach Marine Safety Division Funding Source: N/A Recommended Action: Motion to: Approve and authorize Mayor and City Clerk to Execute the Second Agreement between the City of Huntington Beach and Evolution Film and Tape, Inc. to allow the filming and production of a television series, Ocean Force Huntington Beach — OC, based upon the Huntington Beach Marine Safety Division. Alternative Action(s): Do not approve the second film production agreement with Evolution Film and Tape, Inc. or recommend changes in terms, and direct staff to take changes back to production company. Analysis: TruTv has completed its first season of Ocean Force Huntington Beach — OC (Ocean Force), formerly Beach Patrol, and it has been a huge success. Evolution Film and Tape, Inc. (EF & T), the producer of the series, is requesting a second agreement for a longer term and increased fees, but with the other terms being the same as the first agreement. REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 4/21/2008 DEPARTMENT ID NUMBER: CS08-013 The series follows the lifeguards who work for the Huntington Beach Marine Safety Division while on duty as they perform their normal lifeguarding functions from the beach and ocean utilizing lifeguard towers, Tower Zero, vehicles, quads, boats, and other lifesaving equipment. Fire and Police personnel are also involved as it relates to activity on the beach. The Huntington Beach episodes were the highest rated of the series with an average of 1,716,000 primetime viewers. This is 30 percent above the truTV primetime average year-to- date. The changes are as follows: • Instead of $8,000 per episode, the fee will be $12,500/episode for the second season; $13,500/episode for the third season; $15,000/episode for the fourth season; and $16,000/episode for seasons five and six. As was the case with the first agreement, the fees are designated for use for lifesaving -related equipment for the city's Marine Safety Division. • Instead of the eight episodes filmed in the first season, EF & T may shoot a minimum of eight, but as many as 12 episodes each season. • The first agreement was for only one season. This agreement calls for five additional seasons. The audience will see the lifeguards interacting with surfers, local proprietors, and regular beachgoers. The film crews do not follow lifeguards while off duty. The series is proposed to present the City of Huntington Beach and its related employees, particularly the lifeguards of the Marine Safety Division, in a positive and complimentary light consistent with the events depicted in the series. In recent years, the city has entered into promotional, developmental, and redevelopmental projects to advance the city's position as a visitor destination. The approval of this agreement would continue to provide a unique opportunity for the city to receive national recognition and exposure through images and credits in broadcast media. In addition, the series intends to highlight the dedication and professionalism of the employees of the Marine Safety Division, Fire, and Police as they provide safety services for one of California's busiest and most popular beach towns. As with the original agreement, the main points under the terms and conditions of this Agreement require EF & T to: • Allow a designated representative(s) of the city the opportunity to preview episodes prior to their release to EF & T. This has included a representative from Administration, the Community Services Director, and Marine Safety Chief. Representatives from Fire and Police have also been involved. • In addition to the aforementioned fee, EF & T will also compensate the city for film permit costs and expenses incurred by employees providing services, which are beyond the scope of customary or routine services. -2- 4/10/2008 2:29 PM REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 4/21/2008 DEPARTMENT ID NUMBER: CS08-013 Acknowledge the City of Huntington Beach in the film credits at the conclusion of each episode and provide a link to the city's website. The relationship between the city and EF & T was extremely positive the first season. The city requested changes in some of the episode content and EF & T made those changes. We certainly do not anticipate issues in this area, but. legal mechanisms to address such an occurrence are in place in the agreement. It is felt that the series has provided positive exposure for Huntington Beach lifeguards and for the city as a vacation destination. The terms of the agreement are basically the same with the exceptions noted herein. Staff recommends approval of the second agreement. Strategic Plan Goal: Create an environment that promotes tourism to increase revenues to support community services and transform the city's economy into a destination economy. The exposure on this national cable television network program for the lifeguards and city will facilitate the city's goal of becoming an overnight destination by showcasing the city's beach environment. Environmental Status: N/A Attachment(s): -3- 4/10/2008 1:56 PM ATTACHMENT #1 -----Jl PRODUCTION AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND EVOLUTION FILM & TAPE, INC. FOR OCEAN FORCE HUNTINGTON BEACH-OC This Production Agreement is entered into this / day of k/L , 2008, between EVOLUTION FILM & TAPE, INC. (`BF&T") a corporation, and the CITY OF HUNTINGTON BEACH ("CITY"), a municipal corporation of the State of California located at 2000 Main Street, Huntington Beach, California. RECITALS: WHEREAS, EF&T has proposed to record a series of documentary programs entitled "Ocean Force Huntington Beach-OC" ("Series"), chronicling the daily activities of Huntington Beach Marine Safety Division and supporting agencies; and WHEREAS, EF&T warrants to CITY, that EF&T will produce the Series in accordance with the foregoing Series Description in a tone and manner that will present the City of Huntington Beach, the Huntington Beach Lifeguards, the Marine Safety Division and its related employees and members in a positive and complimentary light consistent with the events depicted in the Series, NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. Recording Rights: CITY hereby grants to EF&T, the exclusive right to videotape, film, and/or otherwise record aspects ("Recordings") of the daily activities of CITY and supporting agencies (i.e. police, fire/rescue, EMS and other CITY departments) during the Term (as defined in Paragraph 4 hereto) for purposes of creating a series of documentary programs chronicling the daily activities of the CITY and supporting agencies as they protect and serve the beach community, currently entitled Ocean Force Huntington Beach-OC (the "Series"). This agreement is limited in scope and CITY authorizes EF&T to produce non -scripted television programs focused on the activities of the Huntington Beach City Marine Safety Division and supporting agencies such as Huntington Beach Police and Fire Departments as they work and respond to the public to keep the beach and beach environments safe. 2. Media Rights: EF&T shall have the right to use, feature, depict, and portray the Recordings of the Series, and all advertising, publicity, and promotion related thereto, in any and all media (whether now known or hereinafter devised (Media Rights)). Without limiting the generality of the foregoing, CITY hereby grants to EF&T, the following license in and to the Recordings: (a) to use and incorporate the Recordings into the Series and into any promotional, publicity, or advertising - related material based on or relating to the Series; and (b) to reproduce the Recordings as they appear in the Series by any art of method now known or hereafter devised. 3. Access: The CITY shall grant access to EF&T and EF&T approved representatives (including camera crews camera and audio recording equipment) to all relevant areas of CITY facilities, lifeguard vehicles and to all relevant CITY employees, as shall be determined by the CITY in its sole judgment and discretion, for purposes of filming as set forth herein. The CITY shall ensure that EF&T and its approved representatives receive proper access to all relevant areas and employees, as the CITY may deem necessary and appropriate in their sole judgment and discretion, in order to perform the tasks contemplated under this Agreement. EF&T acknowledges and agrees 08-1567/21237 that CITY may, in its sole discretion, perform a criminal background check on any EF&T approved representative (including production personnel) that will be on -site with the CITY. 4. Term: The term ("Term") of this Agreement shall be for a period of five (5) years commencing on and shall terminate thereafter, unless otherwise extended by mutual written agreement signed by each of the parties hereto, or terminated earlier as provided herein. No such termination will affect Ef&T's rights to the Recordings. 5. Donation to CITY: Within thirty (30) days of the completion of post -production, and prior to the termination date of this Agreement, EF&T agrees to contribute to the CITY an amount to be specified by Marine Safety Division, in total value of - Cycle 2 at $12,500 per episode Cycle 3 at $13,500 per episode. Cycle 4 $15,000 per episode. Cycles 5 and 6 $16,000 per episode. Each summer of Ocean Force Huntington Beach-OC episodes produced is a cycle. EF&T agrees to pay CITY for a minimum of 8 episodes per cycle in the amounts described above. EF&T projects production of between 8 and 12 episodes per cycle. EF&T may only produce a maximum of 12 episodes per cycle. EF&T agrees to provide to the CITY regardless of whether or not EF&T and TruTv chooses to broadcast or utilize the Recording in any manner, the amounts set forth above. EF&T shall provide a "special thanks" credit in the end credits of each episode of the series in which the city appears. In addition, EF&T through TruTv shall include on the TruTv series website a link to the city's website (subject to TruTv's review and approval of the manner in which such link is to be implemented). All aspects 'of such credit and such website link shall be determined by EF&T and TruTv in their sole discretion. No casual or inadvertent failure of EF&T, nor any failure of any third party, to accord such credit or such website link, shall constitute a breach of this agreement, provided promptly following receipt of written notice detailing any such failure, EF&T shall use reasonable efforts to cure such failure on a prospective basis. 6. Production -related Costs: All costs incurred by EF&T in connection with the production of the Series and the use and exploitation of the Recordings and Media Rights shall be the sole responsibility of EF&T. EF&T acknowledges and agrees that EF&T shall also be responsible for any and all costs incurred by the CITY (including but not limited to overtime costs for CITY media persons) in connection with the Recordings and the production of the Series, provided those costs would not have been incurred by the CITY but for EF&T's presence and filming. CITY acknowledges and agrees that it shall utilize reasonable efforts to ensure that it uses available on -duty media personnel in connection with the Series prior to charging EF&T for any overtime costs for such media personnel. Production costs shall include but not be limited to any fees or permits as may be required and necessary to effectuate the production. 7. Participation: EF&T commits to utilize camera crews that will be small, unobtrusive and strictly there to document the Marine Safety Division and supporting CITY agencies' service. Camera crews will not film or otherwise invade the privacy of any lifeguard or third party, unless such lifeguard or other third party executes an Appearance Release in the form provided by EF&T, and in this regard, Producer acknowledges that it intends to obtain such an Appearance Release from 08-1567/21237 2 any CITY official or active participant who appears recognizably on -camera. Producer shall obtain any and all permissions or releases required from all third parties. EF&T agrees to coordinate with the CITY to isolate any individuals employed by the Lifeguard Division, the City of Huntington Beach, or any other related entity, who do not wish to be featured within the broadcast of the Series, and to make sufficient arrangements to guarantee that production of the Series can be achieved without violating the rights of any individual not wishing to participate or be featured in the Series. 8. Interference with Cily Operations: Neither EF&T nor any camera crew shall interfere with the performance of the CITY or supporting agencies' duties. Notwithstanding the previous paragraph, CITY agrees to provide EF&T with CITY's collaborative production assistance in coordinating, facilitating, scheduling and filming the Series in a manner that will make the production of the Series possible with a minimum amount of inconvenience for both parties. EF&T agrees to coordinate and plan all aspects of Series production directly with Chief Kyle Lindo and/or his appointed representatives, and to coordinate the request for any technical, security, equipment or staffing needs that may be required from the City of Huntington Beach, the .Beach Operations Division, or any other City -related party, and further agrees to compensate the City of Huntington Beach for any reasonable, direct, "out-of-pocket" expenses which CITY actually incurs and pays in providing any services which EF&T requests which are beyond the scope of customary services routinely performed in the course of the performance of their jobs. As soon as practicable, CITY agrees to inform EF&T of any charges which EF&T might incur in advance of CITY providing the services. EF&T agrees to coordinate on a regular basis with Community Services to coordinate and assess any technical resource needs. EF&T warrants that it will coordinate with Chief Lindo and all employees of the Marine Safety Division to plan and film all aspects of the Series in a safe and aware manner that will not interfere with or obstruct in any way the everyday lifesaving efforts of the Huntington Beach Lifeguard and supporting CITY departments. In addition, EF&T agrees to meet on a regular basis to assess and review the procedures and activities of all Series production personnel, and to comply with all required instructions and restrictions with regard to access, proximity and involvement with the on -duty Huntington Beach Lifeguards. In all safety -related situations, EF&T agrees to follow Chief Lindo's instructions and orders without dispute or delay. EF&T and CITY agree to select a "liaison" representative (and an alternate representative who will have responsibility and jurisdiction whenever the primary "liaison" representative for either party is unavailable), who will have the primary responsibility as the main point of contact for any and all communication between EF&T and CITY in the day-to-day production of the Series. These "liaisons" will work together to coordinate any requests, scheduling concerns, and shooting requests, and shall include, without limitation, arranging for proper and lawful parking of vehicles used in production and vehicles of Series staff and crew. 9. Use of City Name: EF&T shall have the non-exclusive right, but not the obligation, to use the CITY and supporting departments thereto, name, signage, logo and unique iconography associated therewith in the Series and in connection with the exercise of EF&T's rights hereunder, including, but not limited to, the use of such names, signage logo and unique iconography on goods and services such as television programming, home videos and promotional materials related thereto. In addition, EF&T shall only have the right to use the CITY's name, but not any associated logos, signage and unique iconography associated therewith, in merchandising related to the series. Notwithstanding the foregoing, EF&T shall not use the CITY's name, signage and unique iconography for any profit making endeavors. 10. Citys Right of Consultation and Review of Episodes. The CITY agrees that EF&T has full rights to represent its program regarding creative content and concept on the Ocean Force 08-1567/21237 3 Huntington Beach-OC project. By their signature below, all parties hereby acknowledge that they have approved the final concept. The CITY shall have the right of creative consultation concerning any possible story issues and character situations. The CITY shall exercise the rights of consultation in good faith and, acknowledging that time is of the essence, in a timely manner (within three business days, as outlined below) so as not to delay or interfere with the development, production and distribution of the Series. The CITY and EF&T hereby agree and acknowledge that, as consideration for the rights granted to EF&T pursuant to this Agreement, EF&T hereby represents, and hereby further acknowledges that the CITY shall have the right to review each episode of the Series (which term, for purposes of this section, shall include, without limitation, any outtakes from such episode which EF&T plans to broadcast or distribute in any format). In reviewing each episode of the Series, the CITY shall use reasonable efforts to stay in accordance with EF&T's production schedule. The scope of the CITY's review of each episode of the Series shall be limited to the following: (i) To require any changes or editing to ensure the factual accuracy of the Recordings and each episode of the Series (but the CITY acknowledge that EF&T may be required to edit each episode of the Series in a format which may result in the juxtaposition of images which did not necessarily occur consecutively, and/or may create other impressions regarding the timing and order of events depicted, and/or result in other impressions, but such editing shall in no way affect the factual accuracy of the events transpiring); (ii) To require any changes or editing that may be necessary to ensure the series does not depict the CITY in a false, derogatory, unprofessional, embarrassing or libelous manner as well as the protection and security of any CITY personnel contained in the recordings or in any episode of the Series; (iii) To require any changes or editing that may be necessary to ensure the CITY's compliance with any and all applicable federal, state, CITY, and/or local law, codes and ordinances including, but not limited to, the CITY's required continued compliance with the Federal Health Insurance Portability and Accountability Act of 1996 ("HIPAA"); (iv) To require any changes or editing to ensure that the Recordings, any episode of the Series, or any Media Rights does not use, incorporate, depict, portray, or otherwise show any fatality that may result from a near drowning or drowning, or does not use, incorporate, depict, portray, or otherwise show any incident, activity, action or inaction of the CITY including, without limitation, as to life safety issues, that could reasonably result in legal liability to the CITY, or which would otherwise jeopardize or prejudice the CITY in any potential action or suit alleged against the CITY (as a result of such action or inaction taken by the CITY). The CITY and EF&T further agree and acknowledge that, as consideration for the rights granted to EF&T pursuant to this Agreement, EF&T hereby represents, and hereby further acknowledges that each episode of the Series shall not intentionally depict the CITY in a false, derogatory, unprofessional, embarrassing or libelous manner. Accordingly, EF&T shall use its reasonable best efforts (but shall not be obligated) to consider and, wherever possible, incorporate —whether in whole or in part —any reasonable recommendations, concerns, and/or suggestions that the CITY may have with regard to the creative content of each episode of the Series. Parties agree that the CITY will preview all episodes scheduled to be "aired" before said show is previewed by TruTv; in accordance with a mutually agreed upon schedule to be determined by both 08-1567/21237 4 parties, EF&T shall submit the rough cut of the particular episode to the City Administrator (or designee) for review and she or he will have a period of three (3) business days within which to inform EF&T of any objections she or he may have as the CITY's representative; should she or he fail to respond or make specific objections within such three (3) business day period, the particular episode shall be deemed to be acceptable to the CITY, and EF&T shall have the right to use, feature, depict, portray and otherwise exploit the applicable Recordings or episode of the Series "as is," in all media (whether now known or hereinafter devised), without any further obligation to the CITY. 11. Public Notices of Filming_ Releases: EF&T agrees to coordinate with CITY regarding posting public notices in common filming areas ("signage"), and to acquire and maintain any and all required personal appearance clearances and permissions. 12. Hold Harmless: EF&T hereby agrees to defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, actual, direct, out-of-pocket costs and reasonable outside legal fees arising from litigation of every nature or liability of any kind or nature) arising out of or in connection with EF&T's (or EF&T's subcontractors', if any) negligent performance of this Agreement or the failure to comply with any of the obligations contained in this Agreement by EF&T, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. EF&T will conduct all defense at its sole cost and expense and CITY shall approve selection of EF&T's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by EF&T. 13. Production Liabilfty Insurance, Certificate of Insurance: EF&T shall obtain and furnish to CITY a production liability insurance policy covering the pilot and the Series hereunder. This policy shall provide coverage for EF&T's production liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of CITY. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of production (including subsequent policies purchased as renewals or replacements). B. EF&T shall notify CITY of circumstances or incidents that might give rise to future claims. EF&T will make every effort to maintain similar insurance during the required extended period of coverage following completion of production of the pilot and the Series. If insurance is terminated for any reason, EF&T agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from this Agreement. Prior to commencing production of the pilot and the Series, EF&T shall furnish to CITY a certificate of insurance subject to approval of the City Attorney (which approval shall not be unreasonably withheld or delayed) evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: 08-1567/21237 A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. EF&T shall maintain the foregoing insurance coverage in force until the final episode of the Series has been delivered to and accepted by TruTv. The requirement for carrying the foregoing insurance coverage shall not derogate from EF&T's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. EF&T shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 14. Independent Contractor: EF&T is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. EF&T shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for EF&T and its officers, agents and employees and all business licenses, if any, in connection with the pilot and the Series and/or the services to be performed hereunder. 15. Termination: The CITY reserves the right to unilaterally terminate this Agreement (but will not exercise such right without affording EF&T the right to cure any breach, failure or omission on the part of EF&T or in a manner which will unduly prejudice EF&T's timely production and delivery of the pilot and the Series) and pursue any legal and equitable remedies available to CITY as a consequence of the EF&T failure to perform any of the terms herein. EF&T shall have the right to terminate this Agreement for cause upon written notice, provided such breach is not cured by the CITY within ten (10) business days after receipt of notice thereof. In the event of a termination, EF&T's ownership of the Recordings or right to exploit the Series shall not be affected, but only to the extent that such Recordings, and/or episodes of the Series have been approved pursuant to the terms of this Agreement. EF&T shall have no right to use and incorporate any portion(s) of the Recordings, the Series, or Media Rights that have not been approved by the CITY, as provided in this Agreement and, accordingly, the CITY may take any and all action, whether at law or equity, to enforce its rights with respect to same. 16. Notices: All notices and communications in writing required or permitted hereunder may be delivered personally to the respective representatives of EF&T and the CITY listed below or may be mailed by registered mail, postage prepaid (or airmailed if addressed to an address outside of the CITY of dispatch). Until changed by notice in writing, all such notices and communications shall be addressed as follows: 08-1567/21237 6 To CITY: City of Huntington Beach ATT: Director of Community Services 2000 Main Street Huntington Beach, CA 92647 To EF&T: Evolution Film & Tape, Inc. 3310 West Vanowen Street Burbank, CA 91505, Notices hereunder shall be effective: If delivered personally, on delivery; if mailed to an address in the CITY of dispatch, on the day following the date mailed; and if mailed to an address outside the CITY of dispatch on the seventh day following the date mailed. 17. Entire Agreement: This Agreement contains the entire understanding between the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous written or oral agreements pertaining thereto and can only be modified by a signed writing by all parties hereto. 18. Miscellaneous Terms: a. If either party is materially hampered from performing hereunder by reason of any law, natural disaster, labor controversy, war, disease, or other act of god or any similar event ("Force Majeure"), such failure to perform shall not be deemed a breach or default of any term of this Agreement, and neither party shall be liable to the other therefore. If a Force Majeure continues for a period of four (8) weeks or more, then upon written notice, either party may terminate this Agreement without further liability to the other party, except for appropriate payment by EF&T or adjustment in regard to payments based on services rendered or costs incurred prior to termination. b. This Agreement shall be construed and enforced under the laws of the State of California. EF&T and CITY hereby each consent to and submit to the jurisdictions of the federal and state courts located in the State of California. EF&T and the CITY each waives any defenses based upon lack of personal jurisdiction or venue, or inconvenient forum. This Agreement shall be enforceable in Orange County, California, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Orange County, California. d. If any provision herein is unenforceable then such provision shall be curtailed only to the extent necessary so as to make it enforceable, and as so modified, this Agreement shall remain in full force and effect. e. No waiver by either party of any breach of any provision hereof shall be deemed a waiver of any future breach of that provision, nor shall any waiver by either party of any breach of any provision hereof be deemed a waiver of any breach of any other provision hereof. f. The rights and remedies granted to EF&T and CITY hereunder are cumulative. The exercise of one shall not diminish or affect any other rights or remedies at law or in equity. 08-1567/21237 7 A. g.. Notwithstanding anything contained herein, neither EF&T, nor its successors or assigns, shall be obligated to make any actual use of the Recordings in the Series or otherwise. h.. EF&T agrees to acknowledge CITY's cooperation and employees in the credits of Series. IN WITNESS WHEREOF, the parties hereto hayf caused this Production Agreement to be executed by and through their authorized officers on tM6 /L oZ/ , 2008. EVOLUTION FILM & TAPE, INC. ("EF&T') a rnrnnratinn print name ITS: (circle one) Chairman/Preside ice�resident CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Califo .., . 6-10� Mayor I Q-� ty Clerk yjvf oPo AND TIATED AND By: i GREGORY B. STEWART I CFO print name ITS: circle one) Secretary Chief Financial fficer Asst. Secretary -Treasure REVIEWED AND APPROVED AS TO CONT T: City Admi ator 08-1567/21237 8 of Community APPROVED AS TO FORM: ✓C 'c1 G% cf �N D� City Attorney M V COUNTERPART g.. Notwithstanding anything contained herein, neither EF&T, nor its successors or assigns, shall be obligated to make any actual use of the Recordings in the Series or otherwise. h.. EF&T agrees to acknowledge CITY's cooperation and employees in the credits of Series. IN WITNESS WHEREOF, the parties hereto have caused this Production Agreement to be executed by and through their authorized officers on , 2008. EVOLUTION FILM & TAPE, INC. ("EF&T') a CITY OF HUNTINGTON BEACH, a corporation municipal corporation of the State of California By: print name ITS: (circle one) Chairman/President/Vice President AND By: print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - Treasurer REVIEWED AND APPROVED AS TO CONTENT: City Administrator Mayor City, Clerk INITIATED AND APPROVED: C� Direltoylof Community Service APPROVED AS TO FORM: City Attorney MV 04-/0',0e 08-1567/21237 8 s ity INSURANCE AND INDEMNIFICATION WAIVER ,fi„® MODIFICATION REQUEST RECCE VFD 1. Requested by: COMMUNITY SERVICES -Kati Von Holle 2. Date: April 10, 2008 APR 11 2008 3. Name of contractor/permittee: Evolution Film and Tape city of Huntington.Beach 4. Description of work to be performed: Production city Attorney's office 5. Value and length of contract: 3/20/08 to 3/20/09 6. Waiver/modification request: Waive auto dedictbile of $7,500. 7. Reason for request and why it should be granted: UNABLE TO COMPLY WITH ZERO DEDUCTIBLE 8. Identify the risks to the City in approving this waiver/modification: NONE KNOWN (-,� F�C"-Y 4/10/08 rt ,nt Head Sifrnature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and th City Attorney's Office disagree. 1. 'sk Management J Approved ❑ Denied L,94 Signature bate 2. City Attorney's Office Approved ❑ Denied �✓Q' y I y du ,- Signature bate 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the .City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services / Client#: 43741 4EVOLU ACORD- CERTIFICATE OF LIABILITY INSURANCE 4/10/08 °"""Y' PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION DeWitt Stern of California Insurance Services LLC ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 10969 Ventura Boulevard Studio City, CA 91604-CA INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A Travelers Ins Co Evolution Film & Tape, Inc. INSURER B: General Star 3310 W. Vanowen Street Burbank, CA 91505-1239 INSURER C: INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSIR LTR DDd NSR TYPE OF INSURANCE POLICY NUMBER L EYMM/DEFFED T11IE POLICY DATE MM/DD/YY N LIMITS A X GENERAL LIABILITY CK06119321 03/20/08 03/20/09 EACH OCCURRENCE $1 000 000 X COMMERCIAL GENERAL LIABILITY CLAIMS MADE DOCCUR DAMAGES RE.ENTED $250000 MED EXP (Any one person) $5 000 PERSONAL & ADV INJURY $1 000 000 GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $1 000 000 POLICY JET LOC A A X AUTOMOBILE LIABILITY ANY AUTO CK06119321 IM06103775 03/20/08 03/20/08 03/20/09 03/20/09 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS X SCHEDULED AUTOS Hired Auto Physical Damage BODILY INJURY (Per accident) $ X HIREDAUTOS X NON -OWNED AUTOS $2,000,000 Aggr $125,000 One Veh PROPERTY DAMAGE (Per accident) $ Ded: 10% of LOSS $2500min/7500max GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ EA ACC AUTO ONLY: AUTO ONLY: AGG $ ANY AUTO APPROVED AS ro FORM City Att meY $ B EXCESS/UMBRELLA LIABILITY OCCUR CLAIMS MADE NXG40674d - 03/20/08 (f///%ib 03/20/09 EACH OCCURRENCE $5 000 000 AGGREGATE $5 000 000 $ DEDUCTIBLE jyLD'Aless Assistant City At t'�e dro / 7/ V6 Om BY n� � / ��� $ $ RETENTION $ WORKERS COMPENSATION AND WC STATU- OTH- 1 R E.L. EACH ACCIDENT Is EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. DISEASE - EA EMPLOYEE $ OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT 1 $ A OTHER Rented Eq IM06103775 03/20/08 03/20/09 1,000,000 - Ded: $3,500 Props/SetlWard 100,000 - Ded $2,500 3rd Party 1,000,000 - Ded $3,500 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS The City of Huntington Beach, its agents, officers and employees, and the Redevelopment Agency of the City of Huntington Beach are included as Additional Insured, but only as respects to claims arising out of the negligence of teh Named Insured and is Loss Payee as their interests may appear. IiCKI IFII.AIC MULLICK LAIYVCLLPII IUK SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Huntington Beach DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 0 DAYS WRITTEN 2000 Main Street NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Huntington Beach, CA 92648 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) 1 of 2 #S157664IM157237 4SF O ACORD CORPORATION 1988 ACORD. CERTIFICATE OF LIABILITY INSURANCE 1 ATE D04/142008 PRODUCER Serial # 101287 LOCKTON INSURANCE BROKERS, LLC 725 S. FIGUEROA, 35TH FLOOR THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. LOS ANGELES, CA 90017 213-689-0065 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: INS CO OF STATE OF PENNSYLVANIA INSURER B: ENTERTAINMENT PARTNERS 2835 NORTH NAOMI STREET INSURER C: INSURER D: BURBANK, CA 91504 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. MSR —L TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES EM S Ea o curence $ COMMERCIAL GENERAL LIABILITY CLAIMS MADE OCCUR MED EXP (Anyone person $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ JECT POLICY PRO- LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ee accident) $ BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS PROPERTYDAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ A WORKER'S COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE WC 514-53-54 01 /01 /08 01 /01 /09 X TORY LI ITS ER EL EACH ACCIDENT $ 1,000,000 EL DISEASE - EA EMPLOYEE $ 1,000,000 OFFICER/MEMBER EXCLUDED? SPECIAL PROVISIONS below EL DISEASE - POLICY LIMB $ 1,000,000 OTHER DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS CERTIFICATE IS EVIDENCE OF WORKERS COMPENSATION WITH RESPECT TO EMPLOYEES PAID BYTHE NAMED INSURED IN CONJUNCTION WITH EVOLUTION FILM & TAPE WORKING ON THE PRODUCTION "OCEAN FORCE" CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN CITY OF HUNTINGTON BEACH 2000 MAIN STREET NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL HUNTINGTON BEACH, CA 92684 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) © ACORD CORPORATION 1988 C:\FMPRO\CERTPROS.FP5 e ,r POLICY NUMBER: CK06119321 COMMERCIAL GENERAL LIABILITY EVOLUTION FILM & TAPE, INC. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: The City of Huntington Beach, its agents, officers and employees, the Redevelopment Agency of the City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person.or organization shown in the Schedule, but only with respect to liability arising out of your operations or premises owned by or rented to you. CERTIFICATE HOLDER IS NAMED ADDITIONAL INSURED NAMED INSURED: EVOLUTION FILM & TAPE, INC. EFFECTIVE DATES: 3/20/08-3/20/09 CG 20 26 11 85 Copyright, Insurance Service Office, Inc., 1984 RCA ROUTING SHEET INITIATING DEPARTMENT: Community Services SUBJECT: Agreement with Evolution COUNCIL MEETING DATE: April 21, 2008 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Tract Map, Location Map and/or other Exhibits Attached ❑ Not Applicable Contract/Agreement (w/exhibits if applicable) Attached (Signed in full by the City Attorney) Not Applicable ❑ Subleases, Third Party Agreements, etc. Attached ❑ (Approved as to form by City Attorney) Not Applicable Certificates of Insurance (Approved by the City Attorney) Attached Not Applicable Fiscal Impact Statement (Unbudgeted, over $5,000) Attached ❑ Not Applicable Bonds (If applicable) Attached ❑ Not Applicable Staff Report (If applicable) ttt edNopucable El A Commission, Board or Committee Report (If applicable) Attached ❑ Not Ap licable Findings/Conditions for Approval and/or Denial Attached ❑ Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FO DED Administrative Staff Deputy City Administrator Initial City Administrator Initial City Clerk ( ) I EXPLANATION FOR RETURN OF ITEM: RCA Author: jibe City of Huntington Beach 2000 Main Street • 'Huntington Beach, CA 92648 OFFICE OF THE CITY CLERK JOAN L. FLYNN CITY CLERK April 24, 2008 Evolution Film & Tape, Inc. 3310 West Vanowen Street Burbank, CA 91505 To Whom It May Concern: Enclosed for your records is a copy of the Production Agreement Between the City of Huntington Beach and Evolution Film & Tape, Inc. for Ocean Force Huntington Beach-OC. Sincerely, I � q-jr 4) Joan L. Flynn, CIVIC City Clerk JF:pe Enclosure: Agreement G:followup:agrmtltr Sister Cities: Anjo, Japan • Waitakere, New Zealand (Telephone: 714-536-5227 )