Terms of Agreement

This Location and Terms of Services Agreement (“Agreement”) is made as of [effective date] by Producer and Owner/Owner’s Representative, Ventra7, LLC (“Ventra7” or “V7”).

Permission is hereby granted to Producer to use premises owned/represented/managed by Business Owner (“Owner”) located at ADDRESS (“Owner’s Premises”) for the purpose of Type of shoot with the right to exhibit and license to others to all or part of said Production throughout the world by any means and by any media whatsoever, now known or hereafter devised; said permission shall include the right to bring personnel and equipment, including props and temporary sets onto the Owner’s Premises, and to remove the same there from after completion of work. Owner is not liable for damage to or loss of any equipment, props, and/or temporary sets brought onto the Owner’s Premises. No children, animals or guests are allowed on property unless they are directly connected with Production. Ventra7, LLC is not deemed a member of the Producer and has no obligations or liabilities to Producer or Owner other than as expressly set forth in this Agreement or pursuant to any express agreement between Owner and Ventra7, LLC or any express agreement between Producer and Ventra7, LLC.

Payment is due to Ventra7, LLC immediately after the signing of the Agreement. The Producer agrees to pay for and in consideration of the rights herein granted and described in any applicable Attachment(s).

By renting a Ventra7 location, signing up for coworking, renting office space, or utilizing any other Services (including but not limited to any Service Packages, internet services, rentals of locations, spaces, desks, or conference room reservations) and providing your payment information including but not limited to credit and debit card information, you agree to pay us the recurring or nonrecurring fees associated with the particular Services you are purchasing, as displayed to you at the time you create your account and/or sign up for the relevant Services, or as updated by us from time to time upon notice to you.

Producer acknowledges and agrees to pay Ventra7 the recurring or nonrecurring fees associated with the particular Services being purchased, as displayed at the time you sign a proposal and/or sign up for the relevant Services, or as updated by us from time to time upon notice to you. Producer acknowledges and agrees that the payment method provided by Producer will be automatically charged the fees and any other amounts Producer may incur or be liable for (including for damages caused to any of the Premises or property) in connection with the Services. For the avoidance of doubt, references to “Services” refer to access to and use of properties, locations, event coordination, furniture setup, construction, internet services, and/or offerings and space in or at any of our Ventra7 locations (“Premises”) and certain other related services and features we provide. The exact Services you receive will depend on (a) the product or services you have purchased; (b) the Services available, which may vary by Premises and (c) additional features and Services selected by you, such as through a “Service Package(s)”, which may be subject to additional guidelines, terms, conditions and/or rules, including additional payment obligations.

Only a single payment method may be used at any given time to make payments for all Services you purchase in a single transaction. You must keep your payment information up-to-date and accurate. Recurring fees, which may include recurring membership fees (“Membership Fees”), Internet Management Services (“IMS”, “ISP”), and any other recurring fees you have agreed to in connection with the Services will be charged on the date of renewal, upto five business days in advance of the commencement or renewal date or on the first (1st) of each month. Overage fees and other non-recurring fees will be charged within sixty (60) days of you accruing such fees. If payment for Services or any other accrued and outstanding fee is not made seven (7) days from when payment is due, you will be responsible for paying the then-current late charge. Your use of the Services may be immediately suspended, and eventually terminated, if we are unable to charge your payment instrument for any reason. When we receive funds from you, we will first apply the funds to any balances which are in arrears and to the earliest month due first. Once past balances are satisfied, any remaining portion of the funds will be applied to current fees due. The fees applicable to your account may be subject to modification from time to time, and such modifications will become effective upon your next subscription period. Your continued use of the Services following notice of any such modifications, and through the next payment date, constitutes your agreement to such modified fees. All fees are non-refundable. All fees must be paid in the official local currency of the location of your contracting entity or as otherwise specified by Ventra7.

Producer shall not make any chargebacks to Ventra7’s account or make any changes / cancel the credit card that is provided without notifying Ventra7 in advance and providing a replacement payment or security method.

Producer is responsible for any fees associated with recouping payment on chargebacks and any collection fees associated therewith. Producer shall not change any of the credit card information provided to Company without notifying Company in advance.

A reasonable cleaning fee will be charged if Owner’s Premises are not cleaned to the Owner’s satisfaction, which satisfaction shall not unreasonably be withheld. If any sums are withheld by the Owner or Ventra7, LLC, substantiation and documents of the charges will be provided to the Producer.

Producer agrees to leave said premises and all property of any kind located thereon, in as good order and condition as they were immediately prior to any use of said Premises pursuant to this Agreement and to pay for any injury or damage that may occur directly through the use of said Premises by the Producer. All reimbursements must be made or addressed within (15) working days after presentation by Owner to Producer. With that said failure by the Owner to present receipts or estimates within (30) working days to the Producer will result in the Owner waiving any rights to claim damages as a result of the production. V7 has the right to select any/all contractors required to make any/all necessary repairs. These repairs when completed must be satisfactory to the Owner, which satisfaction shall not unreasonably be withheld. If repairs are not completed within (21) working days the Owner reserves the right to make a claim with Producers insurance carrier. Security Deposit refunds will be mailed back within (30) working days of final wrap date.

Producer indemnifies and agrees to save and hold harmless Owner, Ventra7, LLC, and V7’s family members, agents, employees, and invitees and each and all of them collectively and severally, from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising from or directly related to the use of Owner’s Premises except for claims, etc., caused by the V7’, Owner’s, and V7’s family members’, agents’, employees’ or invitees’ willful misconduct. Without in any way limiting the Producer’s liability, the Producer represents and warrants that he has Comprehensive Liability and Property Damage insurance with liability of no less than $1,000,000 as to each claimant and that Owner, Ventra7, LLC, and V7’s family members, agents, employees, and invitees are additionally insured under the policy covering the risk. The Producer will furnish Ventra7, LLC, and Owner with certificates of insurance at least 72 hours prior to the first preparation day setting forth those facts. Any deductible against a claim shall be the responsibility of the Producer. Producer agrees to comply with any and all additional insurance requirements as outlined in Exhibit B.

The Owner agrees that the Production Company may use household electrical current providing household type lighting is used unless all electricity use is explicitly prohibited in section 14. Any other electrical connections are prohibited except with the explicit permission of the Owner. No other utilities at the Location may be used absent prior written consent of the Owner.

There will be no smoking on Owner’s Premises.

Producer shall own all rights of every kind in and to the photography made in and about Owner’s Premises, including the right to utilize the same in connection with the project and in connection with any other production as the Producer shall elect (the “Productions”), and in connection with production, exhibition, advertising and other exploitation thereof, in any manner whatsoever, whether now known or hereafter known or recognized, in perpetuity and in all territories. Producer shall have no obligation to use, photograph or depict Owner’s Premises in any Production or to exercise any of the rights granted in this agreement. Notwithstanding, neither the address, nor the name of owner, owner’s representative(s) or family may be used unless prior written consent by the same is obtained.

The following is prohibited on Owner’s Premises unless noted in this Agreement prior to prep or shoot dates:

• any pyrotechnics, explosives, gas or smoke devices,
• any wetting or flooding of interior floors,
• drilling into or otherwise penetrating any parting of the building structure, including partition walls
• use of drugs, alcoholic beverages or illegal substances,
• use of Owner’s name or address,
• kitchen is not to be used for actual preparation of food nor shall any utensils or appliances be used, all trash must be disposed of properly upon completion of meal,
• any use of building related mechanical equipment (HVACs, Elevator or Lift Equipment, Mechanical Rooms, etc.) MUST be approved in writing by the Owner,
• production vehicles may not block driveways, alleyways, or entrances without the permission of the Owner and/or the City as required,
• noise levels should be kept as low as possible. Amplified sound is not permitted without express written permission of the Owner,
• all members of the production company should wear clothing that conforms to good taste and common sense,
• shoes and shirts must be worn at all times unless otherwise noted,
• cast and crew shall not bring guests or pets to location unless expressly authorized in advance by V7. Seeing-eye dogs are exempt,
• appropriate behavior and respect shall be shown by all members of the production towards V7 Staff, faculty, other tenants, neighbors, and guests of the Owner,
• offensive or objectionable behavior will not be tolerated. Individuals acting inappropriately shall be asked to be removed from Owner’s properties.

Producer is responsible for the removal of all trash and debris from the Location at the conclusion of every calendar day. A reasonable cleaning fee of $175 will be charged if the Location is not cleaned to the Property Owner’s satisfaction, which satisfaction will not be unreasonably withheld.

Motion Photography Recording and/or “B-roll” of any type whatsoever is strictly prohibited if the Production type specified in Paragraph 2 is still photography. No additional photography other than for use in the Production as specified in paragraph 2 above is permitted. In the event that Producer violates this provision, Producer will be charged $3,500 per each photographic incident, for each incident of filming, recording or videography (i.e., 8 Roll, video-taped interview, etc.) that is filmed or recorded at the Owner’s Premises. B-roll crew should consist of no more than 3 people total. If any recording or photographic equipment other than for use in the Production identified in paragraph 2 is brought onto the Owner’s Premises with the intention of filming or recording, Producer must pay the Owner the full filming day rate of [Shoot Day Rate]. If any unauthorized footage is taken and is used in any other project, Producer is obligated to pay the Owner the full filming day rate of [Shoot Day Rate] per airing in any medium (television, commercials, films, websites, webcasts, etc.).

Consumption of food or beverages shall only be permitted in the exterior designated food services area. Producer will assure that lay-out board or heavy duty cardboard is placed beneath any food service station or vehicles.

The Owner agrees to indemnify and hold harmless V7 and the Producer from and against any and all liability incurred under any applicable tax legislation, including all reasonable legal fees as a result of the failure by the Owner to declare the payments made to the Owner, and pay any amount owing therein to the applicable taxing authorities.

The undersigned warrants that he/she is the Owner (or owner’s representative) of said premises, that Signer is fully authorized to enter into this agreement and has the right to grant the use of said Premises and each and all of the rights herein granted.

Each and all attendees shall assume all risks in connection with any defects in the condition of Owner’s Premises, except with respect to risks arising from the negligence or willful misconduct of the Owner or its employees, agents or contractors, which under no circumstances is meant to include Ventra7, LLC, its agents and/or employees.

Producer is responsible for obtaining all film/still photo permits for their production as required by the film office. Producer is responsible for all private vehicles related to their production; all vehicles must be parked legally as per the requirements of film/still photography permit. V7 is waived of any liabilities between the Producer regarding any obtaining or lack of obtaining any film/still permits.

Any rescheduling of Production dates must be requested in writing, and must occur more than 14 days prior to the start of the scheduled Production date. A Rescheduling Fee of $100 will be charged for each occurrence of rescheduling. Any rescheduling that occurs less than 14 days prior to Production will be charged as a cancellation under the terms of this agreement. Dates are subject to availability.

Cancellation of an approved filming that occurs more than 72 hours prior to scheduled start of Production will be charged 50% of the total rental cost, in addition to any labor and direct costs accrued up to the time of cancellation. Cancellation of an approved filming that occurs less than 72 hours prior to scheduled start of Production will be charged 100% of the total rental cost, in addition to any labor and direct costs accrued up to the time of cancellation.

The Producer/Scout and their affiliates acknowledges V7 as the representative of the said properties for a period of five years from the date of this Agreement, and agrees that any present and future negotiation and/or contact with the owner/landlord will be done through V7, (i.e. – direct contact with the owner/landlord for future projects will constitute a breach of this contract). Producer/Scout also warrants that they will not post V7 properties in all formats (e.g. – images, photographs, video tapes) on any permanent website without acknowledging the images as V7. This Agreement pertains to any and all location information given to Location Scout and Producer by V7. Producer and Scout agree not to permanently retain or distribute any contact info of any said properties given to them by V7.

SUCCESSORS: Each and every provision of this Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors, parents, corporate affiliates and assignees of each party.

WAIVER: Waiver of any provision of this Agreement shall not be deemed or constitute a waiver of any other provision, nor shall such waiver constitute a continuing waiver.

SEVERABILITY: In the event that any provision contained in this Agreement shall be held invalid or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect, insofar as is consistent with law.

AMENDMENT: This Agreement may only be amended or modified by a written agreement signed by all parties to this Agreement. Email shall suffice.

COUNTERPARTS: This Agreement will become effective and binding upon execution by the Producer. This Agreement may be executed in counterparts but is not necessary. For purposes of this Agreement, use of a facsimile, e-mail or other electronic medium shall have the same force and effect as an original signature.

By signing this Agreement, Producer and Owner agree to comply with and be legally bound by the version of the Terms of Service of Ventra7, LLC as represented on the date of signing. These Terms govern access to and use of the site, location(s), and services and all collective content, and constitute a binding legal agreement between Producer and Owner/V7. If there is a conflict between Terms and the Agreement, the Agreement will take precedence.

• Filming activity, or any production-related activity is set to the hours of 8:00 a.m. to 6:00 p.m. No extension of the standard filming hours for filming shall be allowed unless an approval by Landlord Representative signature has been properly submitted. Overtime* rates apply.
• Producer shall be charged $150.00 per person, if the stated crew size is exceeded.
• Security Deposit refunds will be mailed back within (30) working days of final wrap date.
• A cancellation fee of 100% will be charged to Producer if cancellation notice is received less than 72 hours prior to first scheduled entry onto the Owner’s Premises.
• *Overtime is defined as anytime after the End Time. Overtime will be charged in half hour increments. The overtime rate is defined as the Shoot Day Rate divided by the length in hours of the shoot multiplied by 1.5.