HomeMy WebLinkAboutContract 60951CSC No. 60951
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR PRODUCTION OF
PHOTOGRAPHS AND RECORDINGS
This License Agreement ("License") for the use of City of Fort Worth property is made and
entered into by and between the City of Fort Worth, a Texas home -rule municipal corporation of the
State of Texas ("Licensor") and King Street Productions Inc., a Delaware corporation ("Licensee").
RECITALS
WHEREAS Licensee has requested the use of the property described in the attached Exhibit
"A," owned by the Licensor as the Fort Worth Meacham International Airport located at 201
American Concourse, Fort Worth, Texas 76106 (the "Property"); and
WHEREAS Licensor desires to license to Licensee and Licensee desires to license from
Licensor the Property for the purpose of filming and video production; and
WHEREAS Licensor and Licensee acknowledge that the Property is owned by Licensor, but
a portion of the Property may be leased to and managed by a third -party (the "Lessee"), and that, if
necessary, Licensee has obtained all necessary approvals from the Lessee for the use of the Property
under this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, promises and obligations
contained herein, the Licensor and Licensee agree as follows:
1. PROPERTY LICENSED. Licensor hereby grants unto Licensee a non-exclusive license
to enter upon and use the Property depicted and as described the attached "Exhibit A." Licensor
will provide Licensee full access to the Property at all times during the Term.
2. TERM OF LICENSE. The Term of this License shall commence on the date of its full
execution ("Effective Date") and expire on February 151, 2024 (the "Term").
3. FEE. Licensee shall pay to Licensor the sum of Two Thousand, Five Hundred Dollars and
00/100 ($2,500.00) (the "License Fee") as consideration for the full Term of the License, on or before
the Effective Date, and prior to Licensee's entry onto the Property.
4. PROPERTY CONDITION, CONSTRUCTION, AND IMPROVEMENTS. Licensee
hereby acknowledges that (a) it accepts the Property in its present condition, and (b) Licensor has
made no representations to Licensee regarding the safeness thereof or suitability for any particular
purposes. Licensee agrees that it will not install or construct improvements of any type on the
Property during the Term of this License. Licensor reserves the right to remove any and all
improvements installed in violation of this section at any time.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
5. USE OF PROPERTY.
5.1. Licensee hereby agrees to use the Property strictly in accordance with the terms and
conditions of this License and solely for filming and video production.
5.2. Licensee agrees that it will not obstruct any street or right-of-way through its use of
the Property. If Licensee desires to use any street or right-of-way, Licensee understands that it must
comply with the City of Fort Worth street use permit process.
5.3. All vehicles and all equipment parked in, on, or around the Property shall be parked
in accordance with Licensor's requirements, rules, and ordinances.
5.4. Licensor's employees and agents may enter and have access to the Property at any
time, provided that that such entrance and access to the Property does not unreasonably interfere with
or prevent the use by Licensee of the Property as set forth herein.
5.5. Licensee understands and agrees that the Property is public property, and as such,
Licensor cannot agree to Licensee's exclusive use of the Property. To the extent reasonably practical,
Licensee shall not materially interfere with the Licensor's typical use of the Property during the Term
of this License.
5.6. Licensee hereby acknowledges and agrees that no alcoholic beverages shall be
consumed by Licensee or its agents, contractors, employees, patrons, performers or guests while in,
on or about the Property.
5.7. Licensee shall not permit, nor admit a larger number of persons than can safely or
freely move about the Property.
5.8. The Property shall not be used for any production that would be considered obscene
pursuant to state or federal laws. The Property shall not be used in a manner that would portray
the Licensor in a negative light, as solely but reasonably determined by Licensor, or that would be
defamatory to Licensor. In the event Licensee uses the Property for the purposes prohibited under
this section and fails to cure in a reasonable time and manner, this License will immediately
terminate, and Licensor may avail itself of any remedies allowed at law or in equity (except as set
forth in Paragraph 32 Waiver of Injunctive Relief).
6. UTILITIES. Licensee shall be obligated, within ten (10) days of the expiration of the Term,
to pay the actual and documented costs incurred by Licensor for any utilities, amenities, or services
necessary for Licensee's use of the Property. including, but not limited to:
6.1. Heating, air conditioning, and ventilation as required for comfortable use and
occupancy of any indoor, fully enclosed portion of the Property; and
6.2. Electricity or other utilities.
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 2 of 14
7. MAINTENANCE. CLEANING. AND SAFETY OF PROPERTY.
7.1. Licensee agrees to keep and maintain the Property in a good, clean, and sanitary
condition at all times throughout the Term. Licensee covenants and agrees that it will not make or
suffer any waste of or damage to the Property. Licensee shall be responsible for all damages caused
by Licensee, its agents, servants, employees, contractors, subcontractors, licensees or invitees during
the Term, and Licensee agrees to fully repair or otherwise cure all such damages at Licensee's sole
cost and expense. Should Licensee fail to fully repair damage to the sole satisfaction of the Licensor,
Licensor may bill Licensee for any expenses incurred by Licensor to repair any such damage.
7.2. Licensee shall arrange or provide for any necessary janitorial and cleaning services so
that the Property is cleaned and restored to the condition in which the Property was found before the
beginning of the Term (reasonable wear and tear excepted).
7.3. In allowing the use of the Property by Licensee, Licensor retains and does not
relinquish the right to issue and enforce such rules, regulations, and directives as it may deem
necessary for the safe, orderly, and commercially sound operation of the Property. Licensor reserves
the right to remove any person from the Property. Except to the extent caused by Licensor's fraud,
gross negligence, and/or willful misconduct, Licensee, on behalf of itself, its agents and employees,
hereby waives any rights and all claims for damages against Licensor arising from such occurrences
under this section.
7.4. Licensee shall be responsible for initiating, maintaining, and supervising all safety
precautions and programs in connection with the Licensee's use of the Property. Licensee shall take
all reasonable precautions to prevent damages, including: to Licensee and its agents, contractors,
employees, patrons, performers or guests; to others in, on, or around the Property; and to the Property
itself, including trees, shrubs, lawns, walks, pavements, roadways, structures, and utility
infrastructure.
7.5. Licensee shall erect and maintain all reasonable safeguards, including the posting
danger signs and other warnings against hazards, Licensee shall protect adjacent properties from any
damage caused by Licensee's use of the Property.
7.6. Within twenty-four (24) hours after Licensee becomes aware of the occurrence of
any accident or other event which results in, or might result in, injury to any person or damage to
the property of any third -party, the Licensee shall send a written report of such accident or other
event to the Licensor, setting forth a full and concise statement of the facts pertaining thereto. The
Licensee shall also immediately send the Licensor a copy of any summons, subpoena, notice, or
other documents served upon the Licensee in connection with Licensee's use of the Property.
7.7. Nothing herein shall make Licensor liable for, or a guarantor of, safety of any
persons or property of Licensee on the Property. Licensee acknowledges that Licensee is not
relying on the Licensor to provide security services and that Licensor has made no representations
with respect thereto. Licensee shall employ, at Licensee's sole cost, the specific number off -duty
peace officers determined by Licensor to effectuate public safety.
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 3 of 14
8. ENVIRONMENTAL RESTRICTIONS AND LIABILITY. No materials or substances
may be stored, used, transported, or disposed of on or near the Property, whether such substance or
materials be in solid, liquid, or gaseous form which are regulated under the following laws as they
exist or are amended or reauthorized and their implementing regulations: Resource Conservation and
Recovery Act (RCRA; 42 U.S.C. §6901 et seq.), the Superfund Act (CERCLA; 42 USC Ch. 103 et
seq.), the Toxic Substances Control Act (TSCA; 15 U.S.C. §2601 et seq.), the Federal Insecticide,
Fungicide, or Rodenticide Act (FIFRA; 7 U.S.C. § 136 et seq.), the Atomic Energy Act (42 U.S.C. §
2011 et seq.), the Texas Solid Waste Disposal Act (Texas Health and Safety Code, Ch. 361). No
ignitable, reactive, or corrosive wastes, medical wastes, or petroleum products may be stored, used,
transported upon, or disposed of on or near the Property, except for fuels, lubricants, and other
materials which are part of operational automobiles or construction equipment. LICENSEE, AT ITS
SOLE COST AND EXPENSE, AGREES THAT IT SHALL BE FULLY RESPONSIBLE FOR
THE REMEDIATION OF OR ANY VIOLATION OF ANYAPPLICABLE FEDERAL, STATE,
OR LOCAL ENVIRONMENTAL REGULATIONS OR STANDARDS CAUSED BYLICENSEE,
ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS OR INVITEES.
9. INSURANCE.
9.1. Licensee shall carry the following insurance coverage with a company that is licensed
to do business in Texas or otherwise approved by the Licensor:
9.1.1. Commercial General Liability
a. Combined limit of not less than $10,000,000 per occurrence; $30,000,000
aggregate
b. Defense costs shall be outside the limits of liability.
9.1.2. Automobile Liability Insurance covering any vehicle used in providing
services related to the use of Property under this License, including owned, non -
owned, or hired vehicles, with a combined limit of not less than $10,000,000 per
occurrence.
9.1.3. Statutory Workers' Compensation and Employers' Liability Insurance
requirements per the amount required by statute.
9.1.4. Any other insurance as reasonably requested by City.
9.2. General Insurance Requirements:
9.2.1. All applicable policies shall name the "City of Fort Worth" as an additional
insured thereon, as its interests may appear. The term "City of Fort Worth" shall
include its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
9.2.2. The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery) in favor of the City of Fort Worth.
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 4 of 14
9.2.3. A minimum of Thirty (30) days' notice of cancellation or reduction in limits
of coverage shall be provided to the Licensor. Ten (10) days' notice shall be
acceptable in the event of non-payment of premium. Notice shall be sent to the Risk
Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies
to the City Attorney at the same address.
9.2.4. The insurers for all policies must be licensed and/or approved to do business
in the State of Texas. All insurers must have a minimum rating of A- VII in the current
A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and
solvency to the satisfaction of Licensor's Risk Management. If the rating is below
that required, written approval of Licensor's Risk Management is required.
9.2.5. Any failure on the part of Licensor to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
9.2.6. Certificates of Insurance evidencing that the Licensee has obtained all
required insurance shall be delivered to and approved by the Licensor's Risk
Management prior to execution of this License.
9.2.7. Any deductible will be the sole responsibility of the Licensee and may not
exceed $50,000 without the written approval of the Licensor. Coverage shall be
claims -made, with a retroactive or prior acts date that is on or before the effective date
of this License. Coverage shall be maintained for the duration of the contractual
agreement and for one (1) year following completion of this License. An annual
certificate of insurance, or a full copy of the policy if requested, shall be submitted to
the Licensor to evidence coverage.
9.3. Licensor may terminate this License immediately upon the failure of the Licensee to
provide acceptable documentation of insurance as required by this License.
10. RIGHTS OF LICENSOR.
10.1. Licensor hereby reserves the right to take any action it considers necessary, including
immediate termination of this License, to prevent Licensee from performing any action which, in the
opinion of Licensor, would materially limit the usefulness of the Property or materially interfere with
any third-party's use of the Property.
10.2. Licensor retains the right to cause the interruption of any use of the Property in the
interest of public safety, and to immediately terminate of this License when in the sole judgment of
Licensor, termination is necessary in the interests of public safety.
10.3. At all times during the Term of this License, Licensor shall have the right, through its
agents and representatives, to enter into and upon the Property for the purpose of examining and
inspecting the same to determine Licensee's compliance with all the terms of this License, provided
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 5 of 14
that Licensor shall use good faith efforts to not unreasonably interfere with or prevent the use by
Licensee of the Property as set forth herein.
11. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Licensee
shall operate as an independent contractor as to all rights and privileges granted herein, and not as an
agent, representative or employee of Licensor. Licensee shall have the exclusive right to control the
details of its operations and activities on the Property and shall be solely responsible for the acts and
omissions of its officers, agents, servants, employees, contractors, subcontractors, patrons, licensees
and invitees. Licensee acknowledges that the doctrine of respondeat superior shall not apply as
between Licensor and Licensee, its officers, agents, employees, contractors and subcontractors.
Licensee further agrees that nothing herein shall be construed as the creation of a partnership or joint
enterprise between Licensor and Licensee.
12. INDEMNIFICATION AND ASSUMPTION OF RISK.
12.1. EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, LICENSEE HEREBY ASSUMES
ALL LIABILITY AND RESPONSIBILITY FOR PROPERTY LOSS, PROPERTY
DAMAGE AND/OR PERSONAL INJURY OF ANY KIND, INCLUDING DEATH, TO ANY
AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH LICENSEE'S USE OF OR
OPERATIONS ON THE PROPERTY DURING THE TERM.
EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, DURING THE TERM OF THE
LICENSE, LICENSEE COVENANTS AND AGREES TO, AND DOES HEREBY,
INDEMNIFY, HOLD HARMLESS, AND DEFEND LICENSOR, ITS OFFICERS, AGENTS,
SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR
LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH LICENCEE'S USE OR OCCUPANCY OF THE PROPERTY.
EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, LICENSEE ASSUMES ALL
RESPONSIBILITY AND AGREES TO PAY LICENSOR FOR ANY AND ALL INJURIES
OR DAMAGES TO THE PROPERTY WHICH ARISE OUT OF OR IN CONNECTION
WITH LICENCEE'S USE OF THE PROPERTY.
12.2. EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, LICENSEE, IN USING THE
PROPERTY AND ANY EQUIPMENT THEREON, WHETHER SUCH EQUIPMENT IS
SPECIFICALLY DESCRIBED OR NOT, DOES SO AT ITS OWN RISK. LICENSOR
SHALL NOT BE LIABLE FOR ANY DAMAGES TO PROPERTY OR DAMAGES
ARISING FROM PERSONAL INJURIES SUSTAINED BY LICENSEE OR ANY OF ITS
AGENTS, CONTRACTORS, EMPLOYEES, PATRONS, LICENSEES, INVITEES,
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 6 of 14
PERFORMERS OR GUESTS, IN, ON, OR ABOUT THE PROPERTY. LICENSEE
ASSUMES FULL RESPONSIBILITY FOR ANY PROPERTY DAMAGE OR INJURY
WHICH MAY OCCUR TO LICENSEE, ITS AGENTS, CONTRACTORS, EMPLOYEES,
PATRONS, LICENSEES, INVITEES, PERFORMERS OR GUESTS IN, ON OR ABOUT
THE PROPERTY ARISING OUT OF OR RELATED TO LICENSEE'S USE OF THE
PROPERTY.
12.3. Licensee acknowledges that Licensor lacks legal authority to grant permission for the
use of the names or likenesses of individuals who might appear in the Licensee's production.
Licensee shall be solely and exclusively responsible and liable with respect to obtaining any filming
and photography releases required with respect to persons and third -parry property located on, in, or
around the Property. At a minimum, Licensee shall provide and post signage in the immediate
vicinity of the Property notifying members of the public that photographing or videotaping is being
conducted. EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, LICENSEE AGREES TO RELEASE,
INDEMNIFY, AND HOLD HARMLESS THE LICENSOR FROM AND AGAINST ANY
THIRD -PARTY CLAIM RELATING TO THE UNAUTHORIZED USE, FILMING,
TAPING, RECORDING, OR PHOTOGRAPHING OF ANY INDIVIDUAL OR THIRD -
PARTY PROPERTY.
12.4. EXCEPT TO THE EXTENT CAUSED BY LICENSOR'S FRAUD, GROSS
NEGLIGENCE, AND/OR WILLFUL MISCONDUCT, IT IS FURTHER AGREED THAT
LICENSEE SHALL RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS
LICENSOR FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES,
ACTIONS, OR EXPENSES OF EVERY TYPE AND DESCRIPTION, INCLUDING, BUT
NOT LIMITED TO, REASONABLE OUTSIDE ATTORNEY'S FEES, TO WHICH
LICENSOR MAY BE SUBJECTED ARISING OUT OF OR RELATED TO LICENSEE'S
USE OF ANY THIRD -PARTY INTELLECTUAL PROPERTY BY REASON OF AN
ALLEGED OR ACTUAL INTELLECTUAL PROPERTY VIOLATION. LICENSOR
EXPRESSLY ASSUMES NO OBLIGATION TO REVIEW OR OBTAIN APPROPRIATE
LICENSING, AND ALL SUCH LICENSING SHALL BE THE EXCLUSIVE OBLIGATION
OF LICENSEE.
13. DEFAULT AND TERMINATION. In addition to termination rights contained elsewhere
in this License, Licensor shall have the right to terminate this License as follows:
13.1. Failure by Licensee to License Fee and Breach. Licensor may terminate this License
immediately if the License Fee is not paid prior to the Term or if Licensee breaches any portion of
this License and fails to cure such breach with a reasonable period of receiving notice from Licensor.
13.2. Convenience. Either Licensor or Licensee may terminate this License at any time
and for uncured material breach by providing the other party with two (2) days written notice of
termination.
13.3. Forfeiture of License Fee. If termination of this License occurs, the License Fee
shall be forfeited to Licensor.
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 7 of 14
14. NOTICES. Notices required pursuant to the provisions of this License shall be conclusively
determined to have been delivered when (i) hand -delivered to the other parry, its agents, employees,
servants or representatives, or (ii) sent via certified mail and deposited in the United States Mail,
postage prepaid, addressed as follows:
To LICENSOR:
City of Fort Worth
Attn: Roger Venables, Aviation Department Director
200 Texas Street
Fort Worth, Texas 76102
With a copy to:
City of Fort Worth
City Attorney's Office
200 Texas Street
Fort Worth, Texas 76102
To LICENSEE:
King Street Productions Inc.
1600 W 71' Street
Fort Worth, Texas 76102
15. LIENS BY LICENSEE. Licensee acknowledges that it has no authority to engage in any
act or to make any contract, which may create or be the foundation for any lien upon the Property or
interest in the Property of Licensor. If any such purported lien is created or filed, Licensee, at its sole
cost and expense, shall liquidate and discharge the same within ninety (90) days of such creation or
filing. Licensee's financial obligation to Licensor to liquidate and discharge such lien shall continue
in effect following termination of this License and until such a time as the lien is discharged.
16. COMPLIANCE WITH LAWS. ORDINANCES. RULES AND REGULATIONS.
Licensee covenants and agrees that it shall not engage in any unlawful use of the Property. Licensee
further agrees that it shall not permit its officers, agents, servants, employees, contractors,
subcontractors, patrons, licensees, or invitees to engage in any unlawful use of the Property, and
Licensee immediately shall remove from the Property any person engaging in such unlawful
activities. Unlawful use of the Property by Licensee itself and failure to cure such unlawful use in a
reasonable time and manner shall constitute a breach upon which this License shall immediately
terminate. Licensee agrees to comply with all federal, state, and local law, all ordinances, rules and
regulations, including those of Licensor. If Licensor notifies Licensee or any of its officers, agents,
employees, contractors, subcontractors, licensees or invitees of any violation of such laws,
ordinances, rules or regulations, Licensee shall immediately desist from and correct the violation.
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 8 of 14
17. NON-DISCRIMINATION COVENANT. Licensee, for itself, its personal representatives,
successors -in -interest and assigns, as part of the consideration herein, agrees that no persons shall be
excluded from participation in or denied the benefits of Licensee's use of the Property on the basis of
race, color, national origin, religion, handicap, sex, sexual orientation, familial status, gender identity,
gender expression, or transgender. IF ANY CLAIM ARISES FROM AN ALLEGED
VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY LICENSEE, ITS
PERSONAL REPRESENTATIVES, SUCCESSORS -IN -INTEREST OR ASSIGNS,
LICENSEE AGREES TO INDEMNIFY LICENSOR AND HOLD LICENSOR HARMLESS.
18. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this
License, Licensor does not waive or surrender any of its governmental powers.
19. NO WAIVER. The failure of Licensor to insist upon the performance of any term or
provision of this License or to exercise any right granted herein shall not constitute a waiver of
Licensor's right to insist upon appropriate performance or to assert any such right on any future
occasion.
20. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity,
arises on the basis of any provision of this License or of Licensee's use of the Property, venue for
such action shall lie in state courts located in Tarrant County, Texas or the United States District Court
for the Northern District of Texas, Fort Worth Division. This License shall be construed in
accordance with the laws of the State of Texas.
21. ATTORNEYS' FEES. In the event there should be a breach or default under any provision
of this License and either parry should retain attorneys or incur other expenses for the collection of
rent, fees or charges, or the enforcement of performance or observances of any covenant, obligation
or agreement, Licensor and Licensee agree that each party shall be responsible for its own attorneys'
fees.
22. SEVERABILITY. If any provision of this License shall be held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any
way be affected or impaired.
23. HEADINGS NOT CONTROLLING. Headings and titles used in this License are for
reference purposes only and shall not be deemed a part of this License.
24. ENTIRETY OF AGREEMENT. This written instrument, including any documents
attached hereto or incorporated herein by reference, contains the entire understanding and agreement
between Licensor and Licensee, its assigns, and successors in interest, as to the matters contained
herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to
the extent in conflict with any provisions of this License.
25. RIGHT TO AUDIT. Licensee agrees that Licensor shall, until the expiration of three (3)
years after final payment under this License, have access to and the right to examine at reasonable
times any directly pertinent books, documents, papers and records of the Licensee involving
transactions relating to this License at no additional cost to the Licensor. Licensee agrees that the
Licensor shall have access during normal working hours to all necessary Licensee facilities and shall
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 9 of 14
be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. Licensor shall give Licensee not less than ten (10) days written notice of
any intended audits. Licensee agrees to include in all its subcontractor agreements a provision to
the same effect as this Section 26 to the benefit of Licensor.
26. ASSIGNMENT. Licensee shall not assign any of its duties, obligations or rights under this
License without the prior written consent of the Licensor. If the Licensor grants consent to an
assignment, the assignee shall execute a written agreement with the Licensor and the Licensee under
which the assignee agrees to be bound by the duties and obligations of Licensee under this License.
The Licensee and Assignee shall be jointly liable for all obligations under this License prior to the
assignment.
27. AMENDMENTS. No amendment of this License shall be binding upon a party hereto unless
such amendment is set forth in a written instrument, and duly executed by an authorized representative
of each party.
28. REVIEW OF COUNSEL. The parties acknowledge that each parry and its counsel have
reviewed this License and that the normal rules of construction to the effect that any ambiguities are
to be resolved against the drafting parry shall not be employed in the interpretation of this License or
exhibits hereto.
29. OWNERSHIP OF PRODUCTION. PHOTOGRAPHY. If Licensee's use of the Property
is for the production of photography (including without limitation by means of motion picture, still
or videotape photography), all rights of every nature whatsoever in and to all still pictures, motion
pictures, videotapes, photographs and sound recordings ("Recordings") made hereunder, shall be
owned by Licensee and its successors, assigns and licensees. In connection with Licensee's use of
the Property and the production of photography, Licensee may refer to the Property, or any part
thereof, by any fictitious name and may attribute any fictitious events as occurring on the Property.
Licensor irrevocably grants to Licensee and Licensee's successors and assigns the right, in perpetuity
to duplicate and recreate all or a portion of the Property and to use such duplicates and recreations in
any media and/or manner now known or hereafter devised in connection with the Licensee's use,
including without limitation sequels and remakes, merchandising, theme parks and studio tours, and
in connection with publicity, promotion and/or advertising for any or all of the foregoing; provided,
however, the Property shall not be used for the production of any movie or scene that would be
considered to be obscene pursuant to state and federal laws or in a manner that would portray the
Licensor in a negative light, as determined in Licensor's sole and reasonable discretion. This provision
shall survive termination of this License.
30. COPYRIGHT AND IMAGE PROTECTION. Licensee, its designees, and assignees, may
not use Licensor's name or any marks or copyrights of Licensor, nor authorize such use, on any
internet website or on any other online site, except as specifically approved by Licensor in writing.
Licensee, its designees, and assignees, shall not have the right or license to manufacture or cause the
production of merchandise items bearing any of Licensor's marks or copyrights.
31. CONFIDENTIALITY. Licensor agrees to keep and retain in the strictest confidence, except
as required by law, including the Texas Public Information Act, or with Licensee's prior written
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 10 of 14
consent, all information and materials disclosed to or obtained by Licensor relating to Licensee,
Licensee's successors and assigns and/or Licensee's audio-visual production currently entitled
"Landman" ("Production"). This provision shall survive termination of this License.
32. WAIVER OF INJUNCTIVE RELIEF. Licensor hereby acknowledges and agrees that,
except in the event of Licensee's breach of this Agreement, Licensor, or any third parry acting on
behalf of or with the authorization of Licensor, shall not be entitled to equitable or injunctive relief in
connection with the use and/or exploitation (including, without limitation, advertising, marketing,
exhibition, etc.) of the Recordings, the Production, and/or any allied, subsidiary, incidental or
derivative rights thereto. Notwithstanding the foregoing, Licensee hereby acknowledges and agrees
that the Licensor may also seek injunctive relief during the Term with respect to the Licensee's right
to access the Property, subject to Licensor providing the Licensee with (a) notice of any alleged
breach, and (b) a reasonable opportunity to cure such breach.
IN WITNESS WHEREOF, the parties hereto have executed this License in multiples, this
15th day of February , 2024.
[signature page follows]
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 11 of 14
LICENSOR: CITY OF FORT WORTH:
By: Valerie Washington (Feb 15, 202412:38 CST)
Name: Valerie Washington
Title: Assistant City Manager
Date: Feb 15, 2024 .2024
APPROVAL RECOMMENDED:
By:
Name: Roger Venables
Title: Aviation Systems Director
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By:
Name: Jannette Goodall
Title: City Secretary
CONTRACT COMPLIANCE MANAGER:
By signing, I acknowledge that I am the person
responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
EYi w L . 'Rov e�w
By:
Name: Erin L. Roden
Title: Sr. Contract Compliance Specialist
APPROVED AS TO FORM AND LEGALITY:
By:
Name: Matthew A. Murray
Title: Sr. Asst. City Attorney/Sec Chief
CONTRACT AUTHORIZATION:
M&C: N/A
FORM 1295: N/A
LICENSEE: KING STREET PRODUCTIONS, INC.
/ Deeu-Signed-by:
By: NL��.:M�/l.
�— 3AEBE27503CF49A...
Name: Peter Feldman
Title: Co -Executive Producer
Date: .2024
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 12 of 14
EXHIBIT "A"
PROPERTY
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 13 of 14
EXHIBIT "A"
PROPERTY
LICENSE AGREEMENT FOR USE OF CITY PROPERTY FOR
PRODUCTION OF PHOTOGRAPHS AND RECORDINGS PAGE 14 of 14