CITY OF LOS ANGELES CALIFORNIA

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1 BOARD OF COMMISSIONERS LISA SEE PRESIDENT CAROL JACQUES VICE PRESIDENT JOSEPH A. BERNARDO PILAR BUELNA DAVID W. LOUIE DOUGLAS M. MANCINO JESSE MAREZ JUAN A. RAMOS LATONYA SLACK CITY OF LOS ANGELES CALIFORNIA ERIC GARCETTI MAYOR EL PUEBLO DE LOS ANGELES HISTORICAL MONUMENT CHRISTOPHER P. ESPINOSA General Manager 125 PASEO DE LA PLAZA, SUITE 400 LOS ANGELES, CA TEL: (213) TDD: (213) FAX: (213) January 17, 2014 Screen Gems Productions, Inc. Beware of the Night West Washington Blvd. Tracy West Building Culver City, CA Attention: Brian O Neill, Location Manager Contact #: (323) Office # (310) Fax #: (310) El Pueblo de Los Angeles Historical Monument (the Monument ) hereby authorizes Screen Gems Productions, Inc. ( SGP ) to photograph, make recordings of and on, and otherwise enter and use those designated areas within the Monument in connection with the production of the feature film Beware of the Night (the Program ) including those interior, if any, and exterior areas, street furniture, fixtures and verbiage located on signs located on or about the filming location below and indicated on the attached site plan, and to exhibit, broadcast, advertise and exploit such photographs and recordings in any manner whatsoever, and in all media (whether now known or hereafter devised), worldwide. There will be no filming or use of the City of Los Angeles seal, logo, insignia or any official City of Los Angeles trademarks or individuals without an accompanying standard City trademark or personnel license agreement. This agreement is further subject to the following terms and conditions: FILMING DETAILS All preparation, filming, and striking will occur as follows: Wednesday, January 22, :00 a.m. to 7:00 p.m. Thursday, January 23, :00 a.m. to 7:00 p.m. AN EQUAL EMPLOYMENT OPPORTUNITY EMPLOYER Recyclable and made from recycled waste

2 Screen Gems: Beware of the Night Page 2 of 6 Friday, January 24, :00 p.m. to 11:59 p.m. Saturday, January 25, :00 a.m. to 3:00 a.m. 7:00 a.m. to 7:00 p.m. (strike) FILMING MANAGER Brian O Neill, Location Manager, will be responsible for all operations of SGP while on Monument property. After the filming Brian O Neill, or another SGP designee, will remain to ensure that SGP leaves the premises the way it was received (ordinary wear and tear excepted.) PERMITS/SITE PLAN Italian Hall (Interior): SGP may utilize the Italian Hall (interior second floor) as a primary production and filming area January 22-25, 2014 (includes prep, shoot and strike days.) SGP shall cover and protect the historic floor tile located at the building entry. SGP shall not use the Mural Wall for any production related purpose. SGP may install prop/false walls in the northwest corner of the Italian Hall. SGP shall protect the wooden floors with appropriate protective covering during filming activity. SGP may remove the set of west-facing windows (top and bottom panels) identified during the initial walk through with Monument staff. Top window hinges and hardware shall remain in place. SGP has identified an existing cracked window panel to Monument staff during the initial walk through and will not be responsible for damages. SGP may access the roof of Italian Hall to install a rain bar for water effects. SGP shall ensure that related effect equipment does not exceed 250 lbs. SGP shall protect the building s historic exterior brick at all times. SGP may set up a coffee service in the Italian Hall with limited food. This area is required to have layout board placed underneath. Crew meals are not permitted to be served inside the Italian Hall. SGP is responsible for supplying trash containers and removing all trash daily from the Italian Hall. SGP may use the Italian Hall restrooms and shall be responsible for cleaning them and maintaining supplies. SGP may not block the Main Street sidewalk with production equipment. Any exterior generators shall be positioned in a manner which will not impede pedestrian flow. All generators shall be identified with caution tape or traffic cones that are clearly visible to the public; cable covering shall be required for all pedestrian walkways and ADA ramps. SGP shall not block any fire sprinkler heads located in the ceiling.

3 Screen Gems: Beware of the Night Page 3 of 6 PARKING SGP has been informed that it may make additional parking arrangements with the City of Los Angeles General Services Department (GSD) Parking Services Division at (213) STREET CLOSURES If SGP elects to close any street(s), SGP shall first obtain the necessary City permits prior to filming activity and obtain, place and remove street barricades, temporary No Parking signs or other materials required by the City. Under no circumstances shall production vehicles park in the areas designated Tour Bus or Commercial Delivery along Main Street unless authorized by Monument staff. Violation will result in vehicles being immediately towed and suspension of all filming activity. Permitted parking shall only extend from the Pico House south to Arcadia Street and from the Main Street Commercial zone curb north to Cesar Chavez Avenue. CLEANING SERVICE While the Monument will turn the premises over to SGP in a clean and swept condition, SGP shall keep the Monument areas used for filming clean and free of trash and other debris. Cleanliness of the premises will be satisfactory to the Monument; otherwise SGP will reimburse the Monument for the cleaning services as a result of its filming. SECURITY SGP shall be responsible for providing its own security personnel for the duration of its filming. The Monument is not responsible for any production-related property, equipment, vehicles and/or related material brought onto or left at the site. ELECTRICAL The Monument will make electrical power available. SGP understands limited power is available throughout the Monument. The Monument will provide existing electrical power at no charge. Should SGP require additional power, portable generators shall be utilized. RESTRICTIONS Nailing, screwing, painting or altering of Monument property is strictly prohibited unless previously authorized by the Monument. SGP will be subject to an additional $ fine for each violation.

4 Screen Gems: Beware of the Night Page 4 of 6 INSURANCE Before any filming may commence on Monument property, SGP shall deliver to the Monument a Certificate of Insurance in a form acceptable to the City Attorney, in any amount of not less than $1,000, Comprehensive General Liability, naming the City of Los Angeles, El Pueblo Historical Monument and their officers, employees, and agents as additional insured there under. SGP shall hold harmless El Pueblo de Los Angeles Historical Monument, the City of Los Angeles, and its officers, employees and agents, and shall defend them against any claims arise as a result of its operations with El Pueblo de Los Angeles Historical Monument facilities, except for the gross negligence or willful misconduct of the City of Los Angeles. FORCE MAJEURE If because of illness of actors, director or other essential artists and crew, weather conditions, defective film or equipment or any other occurrence beyond SGP s control, SGP is unable to start work on the date(s) designated above and/or work in progress is interrupted during use of Monument property by SGP, SGP shall have the right to use Monument property at a later date to be mutually agreed upon and/or to extend the period set forth in the Agreement if such time is available. However, SGP will be required to pay for the original agreed-upon time as well as any extension time or later date. PROPERTY RIGHTS The Monument has no claim or right to any of the still pictures, motion pictures, videotapes, photographs and sound recordings made by SGP as part of the agreement with the Monument. The Monument will be limited to an action for money damages for any breach of this agreement by SGP. The Monument will not be entitled to any injunctive relief and in no event will Monument be permitted to prevent or inhibit the broadcast, exhibition, distribution, marketing, advertising, publicity, promotion or other exploitation of the Program. All rights of every kind and nature whatsoever in and to all still and motion pictures and sound recordings made hereunder in connection with use of Monument property by SGP shall be and remain the sole and exclusive property of SGP, including, without limitation, the perpetual and irrevocable right and license to use and re-use said photography and/or said sound recordings in connection with any motion pictures as SGP shall elect, in, and in connection with, advertising, publicizing, exhibiting and exploiting such motion pictures, in any manner whatsoever and at any time by all means, media, devices, processes and technology now or hereafter known or devised in perpetuity throughout the universe.

5 Screen Gems: Beware of the Night Page 5 of 6 VACATION OF PREMISES After SGP has completed its work on Monument Property, including all necessary restoration, if any, SGP shall be deemed to have fully and properly vacated Monument property unless Monument within five (5) business days after SGP leaves Monument property, informs SGP of any damage to Monument property and/or restoration not completed to Monument s reasonable satisfaction. EARLY TERMINATION Should SGP violate, or SGP otherwise cause premature termination of this contract, then the Monument shall be provided with the right to collect the full amount for the original rental. RENTAL AND REIMBURSEMENT SGP shall pay the Monument Sixteen Thousand Dollars and 00/100 ($16,000.00) for the rights set forth herein, plus damages and repairs sustained by the Monument as a result of its operations. In addition, SGP shall pay a security deposit of Four Thousand Dollars and 00/100 ($4,000.00), refundable after inspection of premises by Monument personnel (separate check only.) SGP shall also pay a set monitor fee of One Thousand Nine Hundred Forty Four Dollars and 00/100 ($1,944.00) as reimbursement to the Monument for any overtime costs incurred by the required presence of Monument Special Events personnel outside of regular business hours which are Monday through Thursday 8:30 a.m. to 6:00 p.m. as outlined in the Fee Structure below: FEE STRUCTURE: SITE FEE (Separate Check) $ 16, January 22-25, 2014 Area: Italian Hall (4 $4,000.00/day) MONITOR FEE (Separate Check) $ 1, hours at $60.75/hr January 22, :00 a.m.- 8:30 a.m. (1.5 hours) 6:00 p.m.- 7:00 p.m. (1 hour)

6 Screen Gems: Beware of the Night Page 6 of 6 January 23, :00 a.m.- 8:30 a.m. (1.5 hours) 6:00 p.m.- 7:00 p.m. (1 hour) January 24, :00 p.m.-11:59 p.m. (12 hours) January 25, :00 a.m. - 3:00 a.m. (3 hours) 7:00 a.m.- 7:00 p.m. (12 hours) SUBTOTAL $ 17, SECURITY DEPOSIT (Separate Check) $ 4, TOTAL AMOUNT DUE $ 21, ISSUED BY EL PUEBLO HISTORICAL MONUMENT Christopher P. Espinosa General Manager DATE: ACCEPTED FOR SCREEN GEMS PRODUCTIONS, INC. Brian O Neill Location Manager DATE:

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