National Standard Rental Agreement by axv16798


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									                                           STANDARD LOCATION AGREEMENT

         Name of Production:

         Address of Property
         (the “Premises”):                           Oklahoma City National Memorial
                                                     620 N. Harvey Ave., Oklahoma City
                                                     (405) 235-3313

         This Location Agreement (“Agreement”) is dated as of ____________________ and entered into
         by ____________________ (collectively “Lessee”) and Oklahoma City National Memorial
         Foundation (“Lessor”) in connection with the Premises. The terms and conditions follow:

         1.     Lessor hereby grants to Lessee the right to enter upon the Premises, bring personnel and
         equipment on the Premises as described in Exhibit 1 and have non-exclusive use of the Premises,
         as described below, on ____________________ (the “Term”).

         2.          Lessor, to the extent it has the right to do so, further grants to Lessee the rights to:

                 A.      photograph, reproduce and replicate the real and personal property, both exterior
         and interior of the Premises (including the name, trademark, signs, and identifying features
         thereof); and

                B.     use the photography and sound recordings (or any part thereof) made by Lessee in
         accordance with this Agreement in connection with the Picture as described in Exhibit 2 and/or
         in connection with the exhibition, advertising, and exploitation of the Picture in any media, now
         known or unknown at any time in any part of the world in perpetuity;

                 C.     solely with respect to aspects of the photography and sound recordings made by
         Lessee in accordance with this Agreement in which the Premises cannot be identified, re-use
         such aspects in any manner as Lessee may elect in any media, now known or unknown at any
         time in any part of the world in perpetuity.

         3.      In the event Lessee desires to photograph retakes or other scenes in accordance with this
         Agreement (for example, in the event of damaged or imperfect film or equipment), Lessee may
         re-enter and use the Premises for such period as may be reasonably necessary therefor,
         commencing at a mutually agreed upon date and time within twelve (12) months after the end of
         the Term, and in such event the rental rate specified herein (pro rata if applicable) shall apply. In
         connection therewith, Lessor shall make reasonable good faith efforts to accommodate Lessee’s
         production schedule.

         4.      Lessor makes no representation or warranty of any kind regarding Lessee’s rights to carry
         out the activities set forth in Paragraph 2 above, and assumes no liability to Lessee or any third
         party with respect to claims arising from Lessee’s actions pursuant to this Agreement. Lessee

         agrees to indemnify and defend Lessor and hold Lessor harmless from any third party claim,
         demand, cause of action, liability, loss, damage, cost or expense, including attorneys’ fees and
         court costs, which directly or indirectly arises out of or is in any way associated with actions of
         Lessee pursuant to Paragraph 2 of this Agreement. Lessor does represent and warrant that it is
         the sole and exclusive owner of the Premises.

         5.      Lessee and Lessor acknowledge that the Premises shall remain open to the public during
         the Term. Lessor agrees that it shall use best efforts to keep the public away from the filming
         area, and Lessor agrees that Lessee shall have the right to control the flow of vehicular and/or
         pedestrian traffic during filming. If Lessee is unable to work on the Premises during the Term
         because of an event of force majeure, including but not limited to illness of actors, producers,
         director, or other essential artists and crew, or weather conditions or any other occurrence
         beyond Lessee’s control, Lessee shall have the right to use the Premises as described herein
         without additional charge except for such reasonable incidental charges as Lessor may have
         already incurred as a result of Lessee’s use of the Premises, which charges Lessor shall provide
         Lessee written substantiation thereof, for as much time as was missed commencing on the first
         mutually agreeable date and time following the end of such event.

         6.      In full consideration for all of Lessor’s obligations under this Agreement and the rights
         being granted to Lessee by Lessor, Lessee agrees to donate to Lessor $_______ (the “Donation”)
         for the Term. Lessee shall pay to Lessor $_______ per day for any extension of the Term by
         Lessee. Additionally, Lessee agrees to pay certain reasonable incidental charges incurred by
         Lessor as a result of Lessee’s use of the Premises, (i.e., security) provided that Lessor furnishes
         Lessee with a good faith estimate of such charges prior to Lessee’s use and furnishes Lessee with
         a written substantiation of charges actually incurred. Lessee has provided a description of its
         anticipated usage in Exhibit 1 attached hereto for the purpose of determining said charges.

         7.      At any time up to the date that the Premises are actually used by Lessee as contemplated
         herein, Lessee may elect not to use the Premises by giving Lessor notice of such election, in
         which case neither party shall have any obligation whatsoever, except that Lessor shall be
         allowed to keep the Donation made by Lessee pursuant to Paragraph 6.

         8.      Lessee agrees to hold Lessor free from any third party claims for damage or injury arising
         during Lessee’s occupancy of the Premises and caused by Lessee’s negligence. Lessor agrees to
         hold Lessee free from any third party claims for damage or injury arising during Lessee’s
         occupancy of the Premises and caused by Lessor’s negligence. Lessee agrees to leave the
         Premises in as good order and condition as when received by Lessee, reasonable wear, tear, force
         majeure and permitted use excepted, and Lessee shall have the right to remove all of its sets,
         structure, and other material and equipment from said Premises and shall make all good faith,
         reasonable efforts to do so in a timely manner.

         9.     Lessee shall not construct, erect, build or fabricate any structure on the Premises or add
         any props, temporary or permanent, to the Premises for any purpose.

         10.      Lessee and Lessor agree to jointly inspect the Premises prior to and following Lessee’s
         use, specifying in writing all existing damage, if any. Lessor agrees to submit in writing within
         thirty (30) days of vacating the Premises a detailed list of all apparent property damage for which

         Lessor claims Lessee is responsible and shall permit Lessee’s representatives to inspect such
         damage. Lessee shall reimburse Lessor for all property damage listed on the detailed list within
         thirty (30) days of receipt of the list.

         11.     Lessee shall not be obligated to make any actual use of photography, recordings,
         depictions, or other references to the Premises in any motion picture or otherwise.

         12.     All rights of every kind in every media (whether now known or unknown) in and to the
         photography and sound recordings made by Lessee in accordance with this Agreement shall be
         solely owned in perpetuity by Lessee. Notwithstanding the foregoing, nothing in this Agreement
         shall cause Lessor or any other party to forfeit or transfer to Lessee any rights associated with the
         Premises that Lessor or such other party had or acquires apart from this Agreement.

         13.     This Agreement shall be construed and enforced in accordance with the laws of the State
         of Oklahoma applicable to agreements of this nature and Lessor hereby consents to the
         jurisdiction and venue of said State.

         14.   This Agreement is entered into as of the date indicated below, represents the entire
         agreement between the parties, and may be amended only in writing signed by the parties.

         15.   This Agreement may be executed in one or more counterparts, each of which shall be
         deemed an original, but all of which together shall constitute one and the same Agreement.


         OKLAHOMA CITY NATIONAL                                ____________________________________

         By:                                                   By:
               Kari Watkins, Executive Director                      Name:

                                                   Exhibit 1

         Description of personnel and equipment on the Premises during the Term:

                                           Exhibit 2

         Description of the Picture:


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