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Zechowy, Linda
From: Sabine Graham [[email protected]]Sent: Friday, March 14, 2014 9:55 AMTo: Herrera, TerriCc: Hunter, Dennis; Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, LouiseSubject: Re: PIXELS - Pinewood fully executed
Thank you Terri
From: "Herrera, Terri" <[email protected]> To: Sabine Graham <[email protected]> Cc: "Hunter, Dennis" <[email protected]>; "Luehrs, Dawn" <[email protected]>; "Zechowy, Linda" <[email protected]>; "Barnes, Britianey" <[email protected]>; "Allen, Louise" <[email protected]> Sent: Friday, March 14, 2014 12:52:11 PM Subject: RE: PIXELS - Pinewood fully executed Hi Sabine, Attached please find the insurance certificates for Pinewood Toronto Studios. If you need anything further, please let me know. Thanks, Terri From: Sabine Graham [mailto:[email protected]] Sent: Thursday, March 13, 2014 1:14 PM To: Hunter, Dennis; Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, Louise; Herrera, Terri Subject: PIXELS - Pinewood fully executed Please see attached. Yeah!! I guess that means we need an insurance cert when you can. Thank you. Sabine Graham Production Coordinator
Certificate of Insurance
ISSUE DATE
14 March 2014
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.
PRODUCER Aon/Ruben-Winkler Entertainment Insurance Brokers 20 Bay Street, Toronto, Ontario M5J 2N9 Email: [email protected] Phone: (416) 868-5740 Fax: (416) 868-2469
COMPANIES AFFORDING COVERAGE Company Allianz Global Risks US Insurance Company Letter A
INSURED Arcaders Productions, Ltd. 225 Commissioners St., Ste. 305 Toronto ON M4M 0A1
COVERAGES
This is to certify that 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. Limits shown may have been reduced by paid claims.
CO. LTR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE DATE (DD/MM/YY)
POLICY EXPIRATION DATE (DD/MM/YY)
ALL LIMITS IN US FUNDS
A MISCELLANEOUS EQUIPMENT INCLUDING
HIRED/NON-OWNED AUTOMOBILE PHYSICAL
DAMAGE
PROPS, SETS, WARDROBE
THIRD PARTY PROPERTY DAMAGE LIABILITY
MPT 07109978
01 AUG 2013
01 AUG 2014
$ 1 000 000
Certificate holder shown below is included as loss payee, as their interest may appear, but only with respect to the operations of the Named Insured for the production “Pixels”. It is understood and agreed that Allianz Global Risks US Insurance Company will waive the right of subrogation in favour of the Additional Insured.
CERTIFICATE HOLDER CANCELLATION
Toronto Waterfront Studios, Inc., Comweb Studios Holdings,
Inc., Toronto Waterfront Developments, Inc., Pinewood Toronto Studios, Build Toronto Holdings One, Inc.
225 Commissioners Street Toronto ON M4M 0A1
Should any of the above described policies be cancelled before the expiration date thereof, the issuing company will endeavor to mail 30 days written notice to the certificate holder named to the left, but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives.
AUTHORIZED REPRESENTATIVE
Judith Buckley, CRM
THE POLICY CONTAINS A CLAUSE THAT MAY LIMIT THE AMOUNT PAYABLE
OR, IN THE CASE OF AUTOMOBILE INSURANCE,
THE POLICY CONTAINS A PARTIAL PAYMENT OF LOSS CLAUSE
HUB International HKMB Limited595 Bay Street, Ste 900Toronto, ON M5G 2E3PHONE: 416-597-0008 FAX: 416-597-2313
Arcaders Productions, Ltd.225 Commissioners Street, Ste. 305Toronto, ON M4M 0A1
Pinewood Toronto Studios225 Commissioners StreetToronto, ON M4M 0A1
XX
X
XX
X
CBC0864458
CBC0872484
Tokio Marine & Nichido Fire Insurance Co., Limited
A
A
1,000,0005,000,000
1,000,000
1,000,000
1,000,0001,000,000
9,000,000
9,000,000
11/01/2013 11/01/2014
11/01/2013 11/01/2014
03/14/2014
YJE5V35B
WITH REGARD TO THE COMMERCIAL GENERAL LIABILITY POLICY IT IS HEREBY UNDERSTOOD AND AGREED THAT THE CERTIFICATE HOLDERIS ADDED AS AN ADDITIONAL INSURED, BUT ONLY WITH RESPECT TO LIABILITY ARISING OUT OF THE OPERATIONS OF THE NAMED INSUREDIN CONNECTION WITH THE PRODUCTION "Pixels". CROSS LIABILITY AND CONTRACTUAL LIABILITY IS INCLUDED UNDER THE COMMERCIALGENERAL LIABILITY POLICY.
Toronto Waterfront Studios, Inc., Comweb Studios Holdings Inc., Toronto Waterfront Developments, Inc., Pinewood Toronto Studios, Build Toronto HoldingsOne., Inc. & the Certificate Holder are added as Additional Insured(s) to the Commercial General Liability Policy but only with respect to vicarious liabilityarising out of the operations of the Named Insured.
Cross Liability/Severability of Interest are included under the Commercial General Liability policy.Waiver of Subrogation is included under the Commercial General Liability policy.
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIONDATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOUR TO MAIL 30 DAYS WRITTEN NOTICETO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICESHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTSOR REPRESENTATIVES.
Page 1 of 1
CERTIFICATE OF INSURANCE ISSUE DATE (MM/DD/YY)CERTIFICATE OF INSURANCEThis certificate is issued as a matter of information only and confers norights upon the certificate holder. This certificate does not amend,extendor alter the coverage afforded by the policies below.
CompanyA
CompanyB
BROKER
CompanyC
CompanyD
INSURED'S FULL NAME AND MAILING ADDRESS
CompanyE
COVERAGESThis is to certify that the policies of insurance listed below have been issued to the insured named above for the policy period indicated, not withstanding anyrequirement, term or condition of any contract or other document with respect to which this certificate may be issued or may pertain. The insurance affordedby the policies described herein is subject to all the terms, exclusions and conditions of such policies. Limits shown may have been reduced by paid claims.
TYPE OF INSURANCE COLTR
POLICY NUMBER POLICY EFFECTIVEDATE (MM/DD/YY)
POLICY EXPIRATIONDATE (MM/DD/YY)
LIMITS OF LIABILITY(Canadian dollars unless indicated otherwise)
COMMERCIAL GENERAL LIABILITY
AUTOMOBILE LIABILITY
**ALL AUTOMOBILES LEASED IN EXCESS OF 30DAYS WHERE THE INSURED IS REQUIRED TOPROVIDE INSURANCE
EXCESS LIABILITY
OTHER (SPECIFY)
DESCRIPTION OF OPERATIONS/LOCATIONS/AUTOMOBILES/SPECIAL ITEMS/ ADDITIONAL INSURED
CERTIFICATE HOLDER CANCELLATION
AUTHORIZED REPRESENTATIVE
Per:_______________________________________
CLAIMS MADE
OCCURRENCE
PRODUCTS AND/ORCOMPLETED OPERATIONS
PERSONAL INJURY
EMPLOYER'S LIABILITY
TENANT'S LEGAL LIABILITY
NON-OWNED AUTOMOBILE
HIRED AUTOMOBILE
DESCRIBED AUTOMOBILES
ALL OWNED AUTOMOBILES
LEASED AUTOMOBILES **
GARAGE LIABILITY
UMBRELLA FORM
OTHER THAN UMBRELLA FORM
EACH OCCURRENCE $GENERAL AGGREGATE $PRODUCTS - COMP/OPAGGREGATE
$
PERSONAL INJURY $EMPLOYER'S LIABILITY $TENANT'S LEGAL LIABILITY $NON-OWNED AUTOMOBILE $HIRED AUTOMOBILE $
BODILY INJURYPROPERTY DAMAGECOMBINED
$
BODILY INJURY(Per person)
$
BODILY INJURY(Per accident) $
PROPERTY DAMAGE$
EACH OCCURRENCE
AGGREGATE$
$
$$$$$
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Zechowy, Linda
From: Herrera, TerriSent: Friday, March 14, 2014 9:45 AMTo: Brown, DarrenCc: Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, Linda; Shyhinskyj, AmandaSubject: RE: "Pixels" - Pinewood Toronto Studios - "Issue Cert"
Thank you, Darren.
From: Brown, Darren [mailto:[email protected]] Sent: Friday, March 14, 2014 8:11 AM To: Herrera, Terri Cc: Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, Linda; Shyhinskyj, Amanda Subject: RE: "Pixels" - Pinewood Toronto Studios - "Issue Cert"
Good Morning, Attached is the requested certificate of insurance. Feel free to contact us if anything further is required. Thanks, Darren Brown, RIB Account Assistant HUB International HKMB | Sports & Entertainment Practice 595 Bay Street, Suite 900, Toronto, ON M5G 2E3 Ph.: 416‐597‐0555 x384 | Fax: 416‐597‐2313 [email protected]
Check out the new HUB Sports, Entertainment, Media & Hospitality website!
From: Herrera, Terri [mailto:[email protected]] Sent: Thursday, March 13, 2014 7:15 PM To: Shyhinskyj, Amanda Cc: Bell, Kyle; Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, Linda Subject: "Pixels" - Pinewood Toronto Studios - "Issue Cert" Hi Amanda, We just finalized an agreement with Pinewood Toronto Studios for our feature film production “Pixels”. The production entity for “Pixels” is as follows: Named Insured: Arcaders Productions, Ltd. 225 Commissioners St., Suite 305 Toronto, ON M4M 0A1 Per the insurance requirements of the agreement with Pinewood Toronto Studios, we need to supply them a certificate of insurance as follows:
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General Liability and Excess/Umbrella Liability with a combined limit of $10,000,000 per occurrence.
Please evidence that the Non‐Owned Auto is covered under the General Liability
Contain a Waiver of Subrogation against all such additional insured’s.
Contain a Cross Liability Clause and Severability of Interest Clause Additional Insureds:
Toronto Waterfront Studios, Inc., Comweb Studios Holdings Inc., Toronto Waterfront Developments, Inc., Pinewood Toronto Studios, Build Toronto Holdings One., Inc.
Cert Holder: Pinewood Toronto Studios 225 Commissioners Street Toronto, On M4M 0A1 Production “Pixels” If you have any questions or need additional information, please let me know. Thanks, Terri Herrera (310) 244‐3295
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Zechowy, Linda
From: Herrera, TerriSent: Friday, March 14, 2014 9:24 AMTo: Shyhinskyj, AmandaCc: Bell, Kyle; Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, LindaSubject: RE: "Pixels" - Pinewood Toronto Studios - "Issue Cert"
Thank you, Amanda.
From: Shyhinskyj, Amanda [mailto:[email protected]] Sent: Friday, March 14, 2014 3:26 AM To: Herrera, Terri Cc: Bell, Kyle; Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, Linda Subject: Re: "Pixels" - Pinewood Toronto Studios - "Issue Cert"
Good morning Terri, Thanks for your email. We will send this on to the insurer for file notation/confirmation. We will advise if they require any further information, otherwise will issue the requested certificate once we hear back. We should have a reply back later today if not first thing Monday and will send this along immediately. Thanks and speak soon, Amanda Amanda Shyhinskyj Assistant Vice President & Team Leader Toronto Entertainment Practice Hub International HKMB Limited P: 416‐597‐4018 F: 416‐597‐2313
From: Herrera, Terri Sent: Thursday, March 13, 2014 7:15 PM To: Shyhinskyj, Amanda Cc: Bell, Kyle; Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Zechowy, Linda Subject: "Pixels" - Pinewood Toronto Studios - "Issue Cert" Hi Amanda, We just finalized an agreement with Pinewood Toronto Studios for our feature film production “Pixels”. The production entity for “Pixels” is as follows: Named Insured: Arcaders Productions, Ltd. 225 Commissioners St., Suite 305
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Zechowy, Linda
From: Michael Glees [[email protected]]Sent: Friday, March 14, 2014 9:10 AMTo: Herrera, TerriCc: Luehrs, Dawn; Barnes, Britianey; Zechowy, Linda; Allen, Louise; Juliana SelfridgeSubject: RE: "Pixels" - Pinewood Toronto Studios "Issue Cert"Attachments: Pixels cert.doc
Morning Terri, Please see attached – have a great weekend!
From: Herrera, Terri [mailto:[email protected]] Sent: Thursday, March 13, 2014 4:36 PM To: Michael Glees Cc: Luehrs, Dawn; Barnes, Britianey; Zechowy, Linda; Allen, Louise Subject: "Pixels" - Pinewood Toronto Studios "Issue Cert" Hi Michael, So nice to see you and the rest of the AON team today. Would you please prepare a production certificate as follows: Named Insured: Arcaders Productions, Ltd. 225 Commissioners St., Ste. 305 Toronto, ON M4M 0A1 Production – “Pixels” Limit: $1,000,000 Include a Waiver of Subrogation Certificate Holder: Toronto Waterfront Studios, Inc., Comweb Studios Holdings, Inc., Toronto Waterfront Developments, Inc., Pinewood Toronto Studios, Build Toronto Holdings One, Inc. 225 Commissioners Street Toronto, ON M4M 0A1 If you have any questions, please let me know. Thanks, Terri
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Zechowy, Linda
From: Sabine Graham [[email protected]]Sent: Thursday, March 13, 2014 1:27 PMTo: Hunter, Dennis; Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, Louise; Herrera,
TerriSubject: Re: PIXELS - Pinewood fully executed
I think it helps that you all have vetted this contract before. Thanks for your speed!
From: "Hunter, Dennis" <[email protected]> To: Sabine Graham <[email protected]>; "Luehrs, Dawn" <[email protected]>; "Zechowy, Linda" <[email protected]>; "Barnes, Britianey" <[email protected]>; "Allen, Louise" <[email protected]>; "Herrera, Terri" <[email protected]> Sent: Thursday, March 13, 2014 4:14:52 PM Subject: RE: PIXELS - Pinewood fully executed I think this is an all-time record for negotiating a stage lease. Sabine, can you work on EVERY movie of ours? From: Sabine Graham [mailto:[email protected]] Sent: Thursday, March 13, 2014 1:14 PM To: Hunter, Dennis; Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, Louise; Herrera, Terri Subject: PIXELS - Pinewood fully executed Please see attached. Yeah!! I guess that means we need an insurance cert when you can. Thank you. Sabine Graham Production Coordinator
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Zechowy, Linda
From: Barnes, BritianeySent: Wednesday, March 12, 2014 12:16 PMTo: Hunter, Dennis; Barry Bernardi; [email protected]; Sabine GrahamCc: [email protected]; Silverman, David; Moos, Adam; [email protected]; Luehrs,
Dawn; Zechowy, Linda; Allen, Louise; Herrera, TerriSubject: RE: Pixels - Sony Lease Pinewood RedlineAttachments: PIX.Pinewood - Pixels vs TR.REDLINE.DOC
The additional provision in 14.1.3 is ok with Risk Management.
Britianey Barnes Sr. Analyst | P. 310.244.4241 | F. 310.244.6111 [email protected]
From: Hunter, Dennis Sent: Wednesday, March 12, 2014 10:25 AM To: Herrera, Terri; Barry Bernardi; Allen, Louise; Barnes, Britianey; Luehrs, Dawn; Zechowy, Linda Cc: [email protected]; Silverman, David; Moos, Adam; [email protected]; Lyn Lucibello ([email protected]) Subject: RE: Piuxels - Sony Lease Pinewood Redline Dear Barry, Lynn and Risk Mgt, I’ve taken off the Pinewood contacts from the email to keep this internal. I ran an overall redline of the Pixels agreement we received today vs. the Total Recall Agreement. The redline is attached. It looks fine to me from a legal perspective. I’m OK with the representations added as sections 11.1 and 11.2. Risk Mgt – are you OK with the added provision in section 14.1.3? Thanks, Dennis
From: Hunter, Dennis Sent: Wednesday, March 12, 2014 9:28 AM To: [email protected]; Herrera, Terri; Barry Bernardi; Allen, Louise; Barnes, Britianey; Luehrs, Dawn; Zechowy, Linda Cc: [email protected]; Silverman, David; Moos, Adam; Eoin Egan ([email protected]); Andy Weltman; [email protected]; Hunter, Dennis; Lyn Lucibello ([email protected]) Subject: FW: Piuxels - Sony Lease Pinewood Redline Looping in our Risk Mgt Department. Thanks, Dennis
From: Megan Guy [mailto:[email protected]] Sent: Wednesday, March 12, 2014 8:09 AM To: Barry Bernardi Cc: Lyn Lucibello; [email protected]; Silverman, David; Moos, Adam; Eoin Egan; Andy Weltman; [email protected]; Hunter, Dennis Subject: Sony Lease Pinewood Redline
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Hi Barry, Legal has approved the changes to the insurance provisions and requested a couple of additional revisions which are reflected in the attached redline (a couple of minor changes to Schedule 1, two additional standard warranty clauses and a requirement to obtain WSIB insurance where applicable as per Ontario law). I have also added in costing information, which is not redlined. In additional to your 20% discount we will give you 1 free week on each stage to be applied at the end of production. This extra discounting comes in at $118,720. To note, suite 406 is where we have had to move a pilot in order to accommodate you in 304 so this is unavailable until April 21st. Please let us know if these changes are acceptable, or if you have any questions. Best, Megan
Megan Guy International Sales Executive Pinewood Studios Group DDI: 001 416 406 1235 001 416 828 8474
Tel: 001 416 406 1235 | pinewoodgroup.com Pinewood Toronto Studios, 225 Commissioners Street, Toronto, ON M4M 0A1, , Canada
Outstanding British Contribution to Cinema BAFTA 2009 Pinewood & Shepperton Studios
Pinewood Shepperton plc (Registration No. 3889552) ("PSP") is incorporated and registered in England and Wales. Registered office: Pinewood Studios, Pinewood Road, Iver Heath, Buckinghamshire, SL0 0NH. The contents of this email and any attachments are confidential, may be privileged and/or subject to copyright and are intended only for the person or entity to whom it is addressed. Any review, retransmission, dissemination or other use of, or taking of any action in reliance upon, this information by persons or entities other than the intended recipient is prohibited. If you received this in error, please contact the sender and delete the material from any computer. PSP routinely checks for viruses but does not warrant that this email or any attachments are virus-free. Virus checking is your responsibility. PSP reserves the right to monitor all email communications through its internal and external networks. Any views or opinions presented in this email are solely those of the author and do not necessarily represent those of PSP.
Please consider the environment before printing this email.
LICENSE AGREEMENT THIS AGREEMENT is made on ____12 MARCH 2014 BETWEEN: 1. PT STUDIOS INC. operating as PINEWOOD TORONTO STUDIOS., a company incorporated in Canada
and whose registered office is at 225 Commissioners Street, Toronto, Canada, M4M 0A1 (“The Licensor”); and
2. ARCADERS PRODUCTIONS LTD a company incorporated in Canada and whose registered office is at 225
Commissioners St, Suite 305, Toronto ON M4M 0A1(the “Licensee”). THE PARTIES AGREE AS FOLLOWS: 1. DEFINITIONS
Any words and expressions used in this Agreement shall have the meanings respectively ascribed to them in paragraph 1 of Schedule 2 (Standard Terms & Conditions of Licensor ) to this Agreement.
2. TERMS
The parties each acknowledge and agree to be bound by the terms and conditions set out in this Agreement (including the Schedules).
3. THE FACILITIES
Subject to the Licensee’s compliance with its obligations under this Agreement, including, without limitation, payment of the Fees and for the purposes of making the Production The Licensor shall: 3.1 permit the Licensee to use the Facilities for the Term; and
3.2 supply to the Licensee any other services or facilities agreed to be supplied by The Licensor under
this Agreement,
in each case strictly subject to, and in accordance with, the terms and conditions of this Agreement.
4. COMMENCEMENT AND TERM
This Agreement shall commence on the date of this Agreement and shall continue unless and until expired and/or terminated in accordance with its terms.
Signed for and on behalf of: Signed for and on behalf of: THE LICENSOR THE LICENSEE Signature: ----------------------------- Signature: ----------------------------- Name: ----------------------------- Name: ----------------------------- Edith Myers TBC
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SCHEDULE 1
A. LICENSEE’S CONTACT DETAILS: Barry Bernardi [email protected] B. NAME OF PRODUCTION: Pixels
C. ALLOCATED ACCOUNT NO: N/A D. LICENSOR LOCATION/S: Pinewood Toronto Studios E. FACILITIES: Stages 3,7,8,Mega, Jumbo, 302, 304, 205, 305, Wadrobe 103 F. TERM : 17 March 2014 – 10 October 2014 G. PRODUCTION TERM: [INSERT] 17 March 2014 – 10 October 2014 H. LICENSOR SPACE AND FEES:
Stage Sq Ft FROM UNTIL WEEKSRATE CARD TOTALS
Stage 4 45,900 4-May-14 to 24-Jul-14 12 $47,800 per week $573,600180 x 256 x 60
Stage 7 18,000 6-Jul-14 to 18-Sep-14 11 $23,900 per week $262,900100 x 180 x 40
Stage 8 18,000 25-May-14 to 11-Sep-14 16 $23,900 per week $382,400100 x 180 x 40
Jumbo Stage 40,000 4-May-14 to 24-Jul-14 12 $31,200 per week $374,400200 x 200 x 50
Stage 3 15,000 11-May-14 to 24-Jul-14 11 $21,600 per week $237,600100 x 150 x 40
Stage subtotal $1,830,900
Less discount 20% $366,180
Stage Total $1,464,720
Art Department (302) 2,100 17-Mar-14 to 19-Sep-14 27 $1,890 per week $51,030
Production Office (304) 4,200 17-Mar-14 to 3-Oct-14 29 $3,775 per week $109,475
Art Department (305) 2,200 17-Mar-14 to 10-Oct-14 30 $1,890 per week $56,700
Executive Suite (306) 2,300 17-Mar-14 to 13-Jun-14 13 $1,990 per week $25,870
Wardrobe (103) 2,300 21-Apr-14 to 26-Sep-14 23 $1,990 per week $45,770
Facility subtotal $288,845
Less discount 20% $57,769
Facility Total $231,076
TOTAL $1,695,796 Payment on Signature All above fees are exclusive of tax Payment on Signature: $423,949.00CAD 2
30 APRIL 2014: $423,949.00CAD 30 MAY 2014: $423,949.00CAD 30 JUNE 2014$423,949.00CAD GI. ADDITIONAL FACILITIES AND CHARGES The Licensor may provide Additional Facilities at Current Rates subject always to their availability and in accordance with the terms of Schedule 2. The charges for any such Additional Facilities are not included within the Net Total Fees above. In the event that such Additional Facilities are supplied with electricity and telephones, these will also be charged to the client. Telephones, Fax and Copiers will be billed at rate card. HJ. OVERAGES AND OVERTIME In addition to the Net Total Fees above and any Additional Charges:
1. The Lessee shall not be charged overtime for use any Stage or Facilities, regardless of daily hours, weekdays or weekends.
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SCHEDULE 2
STANDARD TERMS & CONDITIONS OF STUDIO RENTAL
1 Definitions
1.1 ‘Additional Charges’ shall mean The Licensor’s charges payable by the Licensee for facilities supplied to the Licensee by The Licensor either (i) during any extension to the Term as may be agreed between the parties or (ii) which were not included in the Fees or were not anticipated or quantified at the time this Agreement was entered into (including, without limitation, charges for the provision of Additional Facilities).
1.2 ‘Additional Facilities’ means any facilities to be provided by The Licensor to the Licensee in
addition to the Facilities.
1.3 ‘Business Day’ means any day (other than a Saturday or Sunday) on which banks are ordinarily open for business in Toronto.
1.4 ‘Current Rates’ means The Licensor’s standard rates from time to time.
1.5 ‘Facilities’ means the facilities which The Licensor agrees to provide and/or make available to the
Licensee during the Term as set out in Schedules 1 and 2 to this Agreement, including, without limitation, the Location.
1.6 ‘Force Majeure Event’ has the meaning ascribed to it in clause 16.1.
1.7 ‘Fees’ means the sum that the Licensee shall pay to The Licensor in consideration of the
Licensee’s right to use the Facilities during the Term as set out in Schedules 1 and 2 to this Agreement. The sum specified shall be exclusive of any Additional Charges.
1.8 ‘Location’ means such premises forming part of the Premises of The Licensor as are identified in
Schedules 1 and 2 to this Agreement. 1.9 ‘Loss’ means any damages, loss, costs, claims or expenses of any kind.
1.10 ‘Materials’ means all property belonging to the Licensee or its Staff and all other property
brought onto the Location and/or the Premises of The Licensor by the Licensee or its Staff. 1.11 ‘Minor’ means a person under the age of 16 years old at the relevant time.
1.12 ‘Normal Operating Hours’ means 6am to 10pm on any Business Day.
1.13 ‘Term’ means the period or periods as set out in Schedule 1 of this Agreement, together with
any extension thereto as may be agreed between the parties. Subject always to Clause 2 of this Schedule 2, the commencement dates for Stages and Facilities referred to in Schedule 1 shall be subject to change/adjustment within the period of one week before or after such stated commencement date.
1.14 ‘Premises of The Licensor’ means all premises owned, occupied or controlled by The Licensor or
otherwise used by The Licensor, whether for the purposes of this Agreement or otherwise.
1.15 ‘Production’ means the production of the Licensee specified in Schedule 1 of this Agreement.
1.16 ‘Production Term’ means the term specified in Schedule 1 of this Agreement. 1.17 ‘Staff’ means any directors, officers, employees, agents, contractors, sub-contractors, suppliers,
consultants and professional advisers of a party.
2 Bookings
2.1 The Licensee shall from time to time give sufficient and reasonable notice to the Licensor of the dates upon and times at which the Licensee requires to make use of the Facilities (excluding offices) and other services to enable The Licensor to make the necessary arrangements and in particular shall give not less than seven days notice in writing to expire before the end of the Production Term if a further production term of seven days or less is required by the Licensee and not less than fourteen days notice in writing to expire as aforesaid if a longer further production term is required.
2.2 Nothing contained in this Agreement shall entitle the Licensee to extend the Term beyond the
period set out in Schedule 1 of this Agreement. 2.3 If the Licensee desires to make use of the Licensor Space facilities or services (excluding offices)
on any Saturday or Sunday it shall make its request to the Licensor for consent not later than 4pm on the preceding Thursday.
3 Fees and Additional Charges
3.1 The Licensee shall pay to The Licensor the Fees, together with all Additional Charges arising. 3.2 Subject to any special conditions of payment that may be agreed between the parties and set
out in Schedule 1 to this Agreement, 25% of the Fees shall be payable on signature of this Agreement and 25% shall be payable at the start of the Term. The remaining balance of the Fees shall be payable at a date / dates to be arranged between the parties prior to the commencement of the Term and set out in Schedule 1.
3.3 Unless this agreement is fully executed, all fees and charges set out in Schedule 1 of this
Agreement will, unless otherwise agreed, be valid for a period of 30 days only from the date of issue.
3.4 The Licensor reserves the right to increase the Fees to reflect any verifiable increase in the cost
to The Licensor of providing and/or making available any of the Facilities to the Licensee arising from a deficiency or inaccuracy in the Licensee’s instructions or any delay on the part of the Licensee. For the purpose of clarification, Licensee’s extension of the Term in accordance with Paragraph GI of Schedule 1 and paragraph 4.2 below shall not be considered a delay as set forth in this paragraph.
3.5 The Licensor shall render detailed invoices to the Licensee for all charges incurred by the
Licensee hereunder and if the same are not disputed in writing to the Managing Director of The Licensor within six business days of the date thereof they shall be deemed to be accepted by the Licensee.
3.6 Any Additional Charges shall be paid within seven days of the date of any invoice for such
Additional Charges issued by The Licensor to the Licensee.
3.7 Subject to clause 17.2.3 in the event of the Licensee failing to make any payment due under this Agreement by the relevant due date, The Licensor shall be entitled, without prejudice to any other rights or remedies it may have, to suspend the further provision of the Facilities to the Licensee.
3.8 Interest shall be payable on demand by the Licensee to The Licensor on any sum payable by the
Licensee which is not paid by the relevant due date at the rate of 4% per annum above the base rate from time to time of the Royal Bank of Canada from such date until the date of actual payment.
3.9 All amounts referred to in this Agreement shall be paid in Canadian dollars and are exclusive of
all applicable taxes and levies, which shall (if required) be payable by the Licensee at the appropriate rate on the same date as the payment to which such tax (and/or other taxes and levies) relates.
4 Additional Facilities and Overtime
4.1 The availability and provision of Additional Facilities shall be determined by The Licensor in its absolute discretion.
4.2 Whilst the Licensor will try to accommodate the Licensee’s requirements for Additional Facilities, the Licensee acknowledges that the Licensor must also consider the requirements of other third parties wishing to use the Licensor’s facilities.
4.3 Where Additional Facilities have been requested by the Licensee and are provided by the
Licensor, the Licensee shall pay the Additional Charges for such Additional Facilities whether or not written authorisation has been given by the Licensee.
4.4 Where the context so requires, references in this Agreement to ‘Facilities’ shall be interpreted to
include references to ‘Additional Facilities’.
4.5 Except with the consent of the Licensor the Licensee shall make use of the Location and the Facilities only during the Normal Operating Hours of the Premises of The Licensor. In the event of the Licensor permitting the use by the Licensee of the Location and Facilities outside such working hours the Licensee shall in addition to any sum due under the provisions of this Agreement pay The Licensor in respect thereof in accordance with Current Rates including an hourly sum in respect of the Location.
5 Licensor space
5.1 The Licensor shall grant the Licensee the non-exclusive right to occupy the Location and to have rights of access over the Premises of the Licensor to and from the Location at all reasonable times in accordance with this Agreement, subject to all rights and reservations in favour of the Licensor as set out in this Agreement and all superior interests and all other encumbrances that exist in respect of the Premises of the Licensor.
5.2 In order to facilitate the operation of the studios forming part of the Premises of the Licensor,
the Licensor shall be entitled upon reasonable (five Business Days) notice to the Licensee to substitute for the Location or any part thereof equivalent alternative Licensor space at any location operated by the Licensor, provided that such substitution does not interfere with the proper use by the Licensee of any sets already erected and is at no greater cost to the Licensee.
5.3 If prior to the commencement of the Production Term circumstances arise which result in delay
to any production then due to be or being produced at the Location The Licensor may by notice in writing given to the Licensee as soon as reasonably practicable postpone the commencement of the Production Term (to enable the production so delayed to be completed) until such substituted date as shall be stated in the said notice and upon such notice being so given the Production Term shall be deemed to commence upon such substituted date. Notwithstanding the latter The Licensor will use reasonable endeavours to keep the Licensee informed of relevant information regarding such postponement and to satisfy the Licensee's requirements always considering the demands of other productions.
5.4 The Licensee shall not, and shall procure that none of the Licensee’s Staff shall, enter onto or
use any part of the Premises of The Licensor, other than for the purpose of access to and egress from the Location, or enter onto any of the other stages, facilities, offices or Premises of The Licensor, or make use of any plant, machinery or other facilities, except in accordance with this Agreement. The Licensee shall not interfere with the smooth running of the Premises of The Licensor generally, nor shall it interfere with, or cause a nuisance to, the Staff of The Licensor or any other authorised persons on the Premises of The Licensor or prevent them, or cause them to be prevented, from carrying out their proper duties, whether at the Location or elsewhere on the Premises of The Licensor.
5.5 The availability of parking on the Premises of The Licensor is in the absolute discretion of The
Licensor. All vehicles the property of, or under the control of, the Licensee, any of the Licensee’s Staff or any other persons visiting the Licensee and permitted onto the Premises of The Licensor shall be required to park in the designated car parks or as The Licensor may direct and shall not impede the free flow of traffic around the Premises of The Licensor. The Licensee shall use its best endeavours to ensure that adequate transport arrangements are made to prevent any such impediment.
5.6 The Licensor reserves the right to enter onto the Location at any time during the Term.
5.7 Upon expiry of the Term:
5.7.1 the Licensee shall ensure that no Materials or other property of the Licensee are left on the Premises of The Licensor without The Licensor’s prior written consent.
5.7.2 unless otherwise agreed by the Licensor and at the Licensee’s expense the Location (including backcloths and/or backing) and Facilities shall be reinstated and left in the same state and condition (including colour) as they were in when the Licensee commenced its use of the same subject to reasonable wear and tear. Until the Location and Facilities are vacated and left in a clean, tidy and proper condition, all keys returned and all construction and other material removed, the Licensee shall be deemed to be making additional use thereof and shall be liable to pay additional hire charges therefor at Current Rates.
6 Licensor and other regulations
6.1 The Licensee shall, and shall procure that all of its Staff shall, at all times observe and fully comply with such studio and/or health and safety regulations as The Licensor shall from time to time prescribe. In particular (but without limiting the generality of the preceding wording), it shall be the responsibility of the Licensee to ensure that all of its Staff at all times adhere to the prohibition on smoking at the Location and in any other buildings or areas on the Premises of The Licensor which are designated as “No Smoking” and do not drink alcohol on the Premises.
6.2 The Licensor shall be entitled to refuse entry to, or remove from the Premises of The Licensor,
any person not bona fide employed by, or acting on behalf of, the Licensee or acting in accordance with the Licensee’s instructions in connection with the Licensee’s use of the Facilities or any other person who fails to comply with The Licensor’s regulations or any provision of this Agreement or whom The Licensor reasonably considers (in its absolute discretion) to be a nuisance or danger to others on the Premises of The Licensor.
6.3 In accordance with Schedule 3, the Licensee shall keep the Location clean and tidy at all times
and shall be responsible for the collection and removal from the Premises of The Licensor of all construction waste and other waste.
6.4 Deleted intentionally
6.5 In the event that the production/programme(s) requires the presence of an audience or guests
at the Location, the Licensee shall ensure that all appropriate regulations and precautions in respect of the safety of such audience members and/or guests are observed and shall seek, and abide by, the advice and observations of the relevant fire office in every case. The Licensee shall provide The Licensor in advance with details of the arrangements that it intends to make in relation to the safety of such audience members and/or guests. The Licensee shall employ the Licensor’s security personnel at Licensee’s expense.
6.6 Minors and animals are brought onto the Location and/or the Premises of The Licensor entirely
the Licensee’s own risk. The Licensee shall ensure that any such Minors and animals are supervised at all times.
6.7 The Licensee shall ensure all exit routes and other ‘fire lanes’ are kept clear of any obstruction
and are regularly inspected. Under no circumstances shall exits or means of escape be obstructed or locked during occupation of the Location. The Licensee shall also ensure that all fire extinguishers (as provided by The Licensor) are in their correct positions. The Licensee shall promptly report any discharge of fire extinguishers to The Licensor, following which The Licensor shall arrange for such fire extinguishers to be refilled or replaced (as appropriate) at the Licensee’s expense.
6.8 The Licensee shall permit any member of The Licensor’s Staff or any inspector appointed by the
City of Toronto or similar authority to inspect the Location at any reasonable time without prior notice. The Licensee shall fully co-operate with any such inspection.
6.9 The Licensor shall be entitled, without prejudice to any other rights it may have, to prevent or
otherwise preclude the Licensee or its Staff from carrying out any activity which, in the opinion of The Licensor and/or any inspector, poses an unacceptable risk of damage to property, injury or loss of life.
6.10 The Licensee shall not (save with the prior written consent of The Licensor) store or use, or permit to be stored or used, at the Location and/or the Premises of The Licensor any guns, explosives, wild or dangerous animals, toxic, inflammable or other dangerous or explosive substances (including liquid propane gas) or any other materials the keeping of which may contravene any law or constitute a nuisance to The Licensor or any other users of the Premises of The Licensor or to owners and/or occupiers of neighbouring property PROVIDED THAT subject to The Licensor’s prior consent nothing shall prevent the Licensee from using any materials reasonably necessary for the purpose of producing effects reasonably required for the type of production being undertaken at the Location in accordance with the provisions of Schedule C
6.11 The Licensee shall not use, or permit to be used, any explosives or any fire effects, nor shall it
start, or cause to be started, any fire at the Location and/or the Premises of The Licensor, except with the prior written approval of The Licensor (in its absolute discretion).
6.12 The Licensee shall give a minimum of five clear days’ notice in writing to The Licensor of its
intention to use explosives or fire effects and, in the case of explosives, any work must be carried out under the supervision of a properly qualified explosives expert approved in advance by The Licensor. No consent given by The Licensor hereunder shall, or shall be deemed to, relieve the Licensee of any of its obligations under this Agreement or the general law.
7 Licensee responsible for equipment & personnel
7.1 The Licensee shall be responsible for the care, control, security, insurance and maintenance of all property (including, without limitation, the Materials) of whatsoever nature brought onto the Location and/or the Premises of The Licensor by the Licensee or its Staff, as well as the health, safety and welfare of all of its Staff.
7.2 The Licensee shall, and shall procure that its Staff shall, observe and fully comply with all
applicable laws, rules, regulations, orders and requirements relating to the production of films, television programmes, sound recordings and video recordings made in pursuance of any act of parliament, statutory instrument or by any relevant local or other authority or council or otherwise and with any codes of practice and procedures, including, without limitation, those relating to fire, security, health and safety, livestock, animals, the employment of children and the storage and use of guns, explosives and other flammable and toxic substances.
8 Cancellation
If the Licensee wishes to cancel its contract for use of some or all of the Facilities during some or all of the Production Term, the Licensee shall inform The Licensor of such cancellation in writing. Further to such cancellation by the Licensee, The Licensor shall be entitled but not obliged to accept a booking or bookings from a third party or third parties (“New Licensee”) for the relevant part/s of the Facilities during the period specified in the cancellation (“New Booking”). If The Licensor accepts a New Booking, the Licensee shall be credited with the lesser of the two following amounts: 8.1 eighty per cent (80%) of any Fees received by the Licensor from the New Licensee in respect of
the New Licensee’s use of the Facilities or part thereof during the normal operating hours of the Premises of The Licensor within the Term; or
8.2 eighty per cent (80%) of any Fees that would have been due from the Licensee in respect of the
Licensee’s use of the Location or part thereof during the normal operating hours of the Premises of The Licensor within the Term.
but (apart from The Licensor’s obligation to credit the Licensee as aforesaid) nothing herein contained shall affect the Licensee’s obligation to make the payments specified in this Agreement and any other proper charges or payments becoming due hereunder, whether or not the Licensee makes use of such Facilities during such periods.
9 Materials
9.1 If The Licensor, at the Licensee’s request, agrees to store any Materials on the Premises of The Licensor, it shall charge for such services at agreed rates or, in the absence of agreement between the parties, at the Current Rates. Any such storage shall be entirely at the Licensee’s own risk.
9.2 Unless otherwise agreed in writing signed by an authorised officer of The Licensor, the Licensee shall be responsible for the delivery and collection of the Materials. Any damage to the Materials whilst in transit (including, without limitation, where The Licensor agrees to deliver and/or collect such Materials) shall be at the Licensee’s own risk. It is the Licensee’s sole responsibility to ensure that all Materials are properly and securely packaged whilst in transit and in storage.
10 Deleted Intentionally
11 Warranties
The Licensee warrants to The Licensor that: 11.1 (a) it is a company formed and validly existing under the laws of Canada, is qualified to the extent
required to conduct business in the Province of Ontario, and has the power and authority to enter into this Agreement; (b) this Agreement is valid and binding upon said entity and enforceable in accordance with its terms; (c) no further permission(s), consent(s) from, or payment to any other person or entity is necessary for the Licensee to fulfill its obligations to the Licensor contained herein; (d) all information and data furnished to the Licensor by the Licensee or its agents with respect to the Production is true, correct, complete and not misleading; (e) the Licensee is adequately financed to meet any financial obligation it may be required to incur hereunder, and (f) there is no known legal impediment of any type which conflicts with this Agreement or that may limit, restrict or impair the obligations undertaken by the Licensee hereunder.
11.2 it has and shall continue to have throughout the Term, or shall procure and pay for, any required
consent(s) in respect of all persons appearing in, or involved with, its production/programme(s);
11.3 11.1 it is the owner of, or has and shall continue to have throughout the Term the consent of the owner and lawful possession of, the Materials;
11.4 11.2 in using the Facilities, it shall not directly or indirectly infringe any copyright, patent, design
right, trade mark or other industrial or intellectual property rights of any third party;
11.5 11.3 it shall not make use of any names or trade marks or any other intellectual property of The Licensor or any of its group companies other than as permitted expressly by this Agreement;
11.6 11.4 all of its Staff are qualified to carry out their tasks and are fully conversant with, and abide
by, safe working practices, and 11.7 11.5 it shall not, and shall procure that its Staff shall not, make any alterations of any nature or
kind to the Location, the Facilities or any equipment or property belonging to The Licensor without the prior written consent of The Licensor except in accordance with the agreed use of the Facilities as set forth in Schedule 1 provided always that any such agreed alteration or redecoration of the Licensor Space or facilities shall be carried out by the Licensor or the Licensee (as the Licensor may specify) at the sole expense of the Licensee.
11.8 11.6 The Licensor hereby confirms that neither it, nor its licensees or assigns, shall have any
rights of copyright or intellectual property rights of any other kind or nature in and to any photography and/or sound recordings made by the Licensee pursuant to this Agreement.
12 Production Credit and Marketing
12.1 The Licensee agrees to accord The Licensor a credit in the end crawl specifying that the production/programme(s) was filmed at Pinewood Toronto Studios; format placement and size of such credit shall be at Licensee’s sole discretion.
12.2 Subject to The Licensee’s approval, the Licensee shall supply to The Licensor access to press kits
and on-set press days relating to the Production, images that may be used for marketing of the Licensors (print and web), full copyright details will be listed including title, date of release and
proprietor, provided that any failure to comply with this clause by the The Licensee shall not constitute a breach of this Agreement.
13 Licensee’s liability
13.1 The Licensee shall compensate and indemnify The Licensor and/or The Licensor’s Staff against, and hold them harmless from Loss which The Licensor or its Staff may suffer or incur (including loss of rent, loss of revenue and reasonable outside legal and other outside professional costs and expenses) by reason of:
13.1.1 the use by the Licensee of the Facilities and/or the Additional Facilities and/or any
other facilities, goods and/or services supplied under this Agreement; 13.1.2 any damage to the equipment and/or materials forming part of the Facilities or the
Premises of The Licensor and/or any delay or failure in returning the equipment forming part of the Facilities in accordance with this Agreement provided always that The Licensee’s obligation under this clause 13.1.2 shall not exceed the replacement cost of such equipment and/or materials;
13.1.3 any act of defamation, breach of confidentiality or infringement of copyright, patent,
design right, trade mark or other industrial or intellectual property rights involved in, or arising out of, the production/programme(s); or
13.1.4 the Licensee’s negligence, default or breach of this Agreement (including breach of
the warranties set out in clause 11 and/or any claim brought against The Licensor by a third party in connection with such breach),
save to the extent that any such Loss is caused by the negligent or reckless act of The Licensor or any of its Staff (except where The Licensor or such Staff are acting under the direction and control of the Licensee or the Licensee’s Staff).
13.2 The Licensee shall, at the Licensee’s own expense, compensate The Licensor in full for any
damage or loss to equipment or property of The Licensor which is lost or damaged in accordance with clause 13.1 with equivalent replacement equipment or property. In the event that only new equivalent replacement equipment or property is available within a reasonable time in all the circumstances, the Licensee shall, entirely at its own expense, replace the damaged equipment or property with such new replacements irrespective of wear or tear to the lost or damaged equipment or property. The Fees shall continue at the daily rate until the date on which The Licensor receives payment from the Licensee for the full replacement cost of such Facilities or for the cost of repair of such Facilities, as applicable.
14 Licensee’s insurance cover
14.1 Without prejudice to clause 13, and as a condition of this Agreement, the Licensee shall:
14.1.1 at the Licensee’s expense, insure and keep insured throughout the Term through All Risks Property Insurance, covering the Materials (whether owned or leased or borrowed) and generally all property for which the Licensee is responsible. The valuation shall be the replacement cost and such Policies will contain a waiver of subrogation in favour of the Licensor and the Licensor’s staff, the Licensor’s mortgagee, and others the Licensor has assumed responsibility to insure. The Licensee shall give the Licensor 30 days notice of cancellation of any such insurance policy;
14.1.2 at the Licensee’s expense, insure and keep insured throughout the Term General
Liability and Excess/Umbrella Liability insurance in relation to any use or occupancy of the Premises, Location, Facilities and/or the Additional Facilities and covering all operations of the Licensee and Licensee’s Staff, with a combined indemnity limit of at least ten million dollars ($10,000,000) in respect of any one claim, occurrence or incident. Such Policies will include at a minimum claims for bodily injury, (including death), personal injury, property damage, non-owned automobiles, hostile fire, and licensees legal liability. Such policies will include the Licensor, Toronto Waterfront Studios Inc, Comweb Studios Holdings Inc, Toronto Waterfront Developments Inc, Pinewood Toronto Studios, Build Toronto Holdings One Inc as additional insureds. Such policies will contain a waiver of subrogation against all such additional
insured’s and will contain a cross liability clause and severability of interest clause. Notice of cancellation will be in accordance with the policy provisions;
14.1.3 at the Licensee’s expense insure and keep insured coverage, ensure that the
Licensee and/or the Licensee’s Staff are insured and kept insured, by way of either WSIB coverage if required by law (evidenced by way of a valid WSIB clearance certificate), or by way of other workplace compensation insurance coverage, for injuries to the Licensee or the Licensee’s Staff that will or may be on the Premises, Location or at the Facilities or the Additional Facilities of the Licensor. Such policies will include the Licensor, Toronto Waterfront Studios Inc, Comweb Studios Holdings Inc, Toronto Waterfront Developments Inc, Pinewood Toronto Studios, Build Toronto Holdings One Inc as additional insureds (if such cover is available). The policy shall contain a waiver of subrogation in favour of the Licensor and such additional insureds. Notice of cancellation will be in accordance iwth the policy provisions;
14.1.4 at the Licensee’s expense, extend such insurance as necessary to provide similar
cover for any extension to the Term as may be agreed between the parties; 14.1.5 throughout the Term and any extension thereto as may be agreed between the
parties, not cause or permit to be caused any breach of any insurance policy with respect to the Facilities and/or the Additional Facilities; and
14.1.6 supply to The Licensor prior to the commencement of the Term certificate(s) of
insurance from an A+ listed insurance company or companies confirming all coverages required under this Agreement.
14.1.7 Deleted Intentionally
14.2 For the avoidance of doubt, the insurance policies referred to in clauses 14.1.1 and 14.1.2 and 14.1.3 which are to be effected by the Licensee, or the Licensee’s payroll services company as respects Workers’ Compensation coverage, are primary insurance and, in the event of an insurance claim, The Licensor’s insurance shall not contribute to such claim. The Licensee agrees and undertakes, at its own cost, to take all steps and do all things, including taking legal action, as are necessary to obtain full indemnification under the Licensee’s insurance policies.
14.3 The Licensee must insure all the Materials to their full replacement value, including re-shoot
costs, against any loss and/or damage however caused. The Licensee is advised to make a duplicate master of the Materials (e.g. interpositive or sub master video/audio tape).
14.4 No Representation of Coverage Adequacy
By requiring the insurance as set out in this agreement the Licensor, and its associated and affiliated companies, their officers, directors, members, partners and employees, do not represent that the coverage and limits will necessarily be adequate to protect the Licensee, and such coverage and limits shall not be deemed as a limitation on the Licensee’s liability under the indemnities provided in this Agreement.
15 Exclusion/limitation of liability of The Licensor
15.1 The Location and Facilities are provided by The Licensor at the risk of the Licensee in all respects and The Licensor shall not be liable or responsible in any way whatsoever to the Licensee or any of its Staff, agents servants or invitees for any Loss howsoever arising save only and to the extent that the same relate to death or personal injury by reason of negligence or reckless conduct on the part of the Licensor its parent company, subsidiaries, directors servants, agents or employees. In particular but without limiting the foregoing the Licensor shall not be liable or responsible for:
15.1.1 the Licensor being in any way prevented or hindered from carrying out its
obligations hereunder by reason of war or warlike operations political disturbance parliamentary or other legislation insurrections civil commotions riots strikes lockouts labour disputes shortage of labour tempest explosion malicious damage burst pipes flood impact aircraft subsidence or fire or by reason of any other cause of whatever nature beyond the control of the Licensor.
15.1.2 Any breakdown stoppage or failure of any of the Location and/or Facilities or services or materials.
15.1.3 Any negligence or misconduct of the Licensor or any negligence or misconduct of
any of its Staff if under the Licensee’s control and/or acting in accordance with the Licensee’s instructions.
15.2 Subject to clause 15.4, The Licensor’s aggregate liability (whether such liability arises in contract, tort (including negligence) or otherwise) to the Licensee for Loss arising out of, or in connection with, this Agreement caused or contributed by The Licensor shall not in any circumstances exceed, in aggregate, an amount equal to sums paid by the Licensee to The Licensor in respect of the Fees.
15.3 Notwithstanding any other provision of this Agreement, but subject always to clause 15.4, The
Licensor shall not under any circumstances be liable to the Licensee (whether such liability arises in contract, tort (including negligence) or otherwise) for:
15.3.1 loss of profit, loss of or damage to data, loss of revenue, loss of anticipated savings
or interest, loss of or damage to reputation or goodwill, loss of business and/or contract or any indirect, special or consequential damages, loss, costs, claims or expenses of any kind, in each case whatsoever and howsoever caused, including, without limitation, by breach of contract, breach of statutory duty or negligence;
15.3.2 any Loss to the extent that it results from any failure or delay by the Licensee (or
any of its Staff) to perform any of its obligations under the Agreement; and/or 15.3.3 any Loss unless the circumstance giving rise to such Loss is notified to The Licensor
by the Licensee within seven days of the date upon which the Licensee became aware of such circumstance (or the date upon which it ought reasonably to have become so aware) and The Licensor fails to remedy the same within 30 days of such notification.
15.4 Notwithstanding any other provision of this Agreement, nothing in this Agreement shall exclude
or restrict The Licensor’s liability for fraud or death or personal injury resulting from its own negligence or recklessness (or the negligence or recklessness of its Staff) or any other liability which may not by law be excluded or restricted.
15.5 The Licensee shall indemnify and keep indemnified The Licensor against any Loss suffered or
incurred by The Licensor arising out of or in connection with the acts or omissions of any of The Licensor Staff under the sole control of the Licensee and/or acting on the Licensee’s express instructions.
15.6 The Licensor shall not be liable to the Licensee for any loss or damage to any image, sound,
picture, music, work or any other intangible property recorded on, or incorporated into, or in any other way relating to, the Materials. The Licensor’s liability for loss or damage to the Materials shall be limited to the replacement costs of the tangible property.
16 Force Majeure
16.1 The Licensor shall not be liable to the Licensee for any delay in performing, or for any failure to perform, its obligations under this Agreement if, and to the extent that, such delay and/or failure resulted from any event or circumstance beyond The Licensor’s reasonable control, including (without limitation) fire, flood, act of God, explosion, war, revolution, insurrection, riot or civil commotion, national or local emergency, act of terrorism, strike, lock-out or other form of industrial dispute, any difficulty in obtaining raw materials, labour, fuel or parts of machinery; any power failure or breakdown in machinery or any breakdown, stoppage or failure of lighting, heating or ventilation at the Location (a ‘Force Majeure Event’).
16.2 If The Licensor shall be affected by a Force Majeure Event, it shall notify the Licensee as soon as
reasonably practicable of the nature and extent thereof and, if the Force Majeure Event in question prevails for a continuous period in excess of 14 days, either party shall be entitled to give notice to the other to terminate this Agreement, but without prejudice to the rights and remedies of either party in respect of any antecedent breach.
16.3 The Licensor reserves the right to cancel this Agreement at any time before the commencement
of the Term in the event that The Licensor is affected by a Force Majeure Event, in which circumstances The Licensor shall return to the Licensee any monies then paid by the Licensee and The Licensor shall have no further liability to the Licensee under this Agreement.
17 Term and termination
17.1 This Agreement shall commence on the date of this Agreement and, unless and until terminated in accordance with its terms, shall continue in full force and effect for the Term and any extension thereto as may be agreed between the parties.
17.2 The Licensor may terminate this Agreement forthwith on giving written notice to the Licensee in
the event of: 17.2.1 Subject to clause 17.2.3, the Licensee defaulting in payment of the Fees or any
Additional Charges or other sums due to The Licensor; 17.2.2 the Licensee ceasing to carry on business, being unable to pay its debts, being
subject to an administration order, receivership, winding up, bankruptcy or moratorium provisions; or
17.2.3 any breach by the Licensee or any of its Staff of any provision of this Agreement
which, if capable of being remedied, shall not have been remedied within 14 days of notice from The Licensor to the Licensee identifying such breach and requiring it to be remedied. If there remains less than 14 days before completion of the Term at the time of the breach, then the period available to remedy such breach shall be two days.
17.3 On termination of this Agreement for whatever reason:
17.3.1 Subject to clause 17.2.3, the Licensee shall ensure that all Materials (including
construction and other materials) are immediately removed from the Premises of The Licensor, failing which The Licensor shall have the right to remove and store such items at the Licensee’s risk and expense or retain, destroy, sell or otherwise dispose of the same without any liability to the Licensee; and
17.3.2 unless otherwise agreed in writing by The Licensor, the Location shall, at the
Licensee’s expense, be reinstated to the same state and condition (including colour) as at the commencement of the Term, reasonable wear and tear excepted.
17.4 Until such time as the Location has been vacated and reinstated to the same state and condition
as at the commencement of the Term, the Licensee shall be deemed to be making additional use of the Location and/or the Facilities and shall be liable to pay additional hire charges on a daily basis at the Current Rates.
18 Assignment/sub-contracting
18.1 The Licensor shall be entitled to sub-contract or otherwise delegate any of its obligations under this Agreement provided always that the Licensor shall remain liable for its obligations under this Agreement.
18.2 The Licensor shall be entitled to transfer its rights and its obligations under this Agreement to
any one or more persons and the Licensee hereby consents to any such assignment as may be notified to it by The Licensor. Upon any such assignment, references to The Licensor in this Agreement, except where the context otherwise requires, shall be deemed to be references to the person or persons to whom The Licensor has transferred its rights and obligations.
18.2.1 The Licensee shall be entitled to assign its obligations under this Agreement,
subject always to:
18.2.2 the Licensee remaining fully and solely liable for any and all such obligations; and
18.2.3 the Licensee informing the Licensor of any such assignment.
19 Confidentiality
19.1 The provisions of this Agreement are strictly confidential and shall not be disclosed to any other person (without the other party’s prior written consent), save that either party may disclose the same to its own Staff under conditions of confidentiality (and then only to the extent required for the proper performance of this Agreement) or to the extent required by the general law, any regulatory requirement or regulatory authority.
19.2 The Licensee understands that other clients of The Licensor may be operating at the Premises of
The Licensor during the Production Term and that the activities of such clients are confidential. The Licensee indemnifies The Licensor and/or The Licensor’s Staff against, and holds them harmless from, all direct or indirect Loss which The Licensor or its Staff may suffer or incur (including consequential loss, loss of profit, loss of rent, loss of revenue, loss of reputation and all interest, penalties and legal and other professional costs and expenses) by reason of the Licensee’s or the Licensee’s Staff bringing information concerning any third party operating at the Premises of The Licensor into the public domain.
19.3 The Licensor understands that the activities and Materials of the Licensee are confidential, The
Licensor shall use its reasonable endeavours to keep them confidential, but shall not otherwise owe the Licensee any duty of confidentiality in relation to the same.
20 Miscellaneous
20.1 In the event of any inconsistency between any special conditions detailed in Schedule 1 to this
Agreement, and the standard terms and conditions of Licensor hire as set out in this Schedule 2 or Schedule 3, the special conditions shall prevail.
20.2 The terms of this Agreement, and any other documents referred to in this Agreement represent
the entire agreement made between the parties and supersede all prior representations, agreements, arrangements and understandings between the parties (whether written or oral) relating to the subject matter of this Agreement.
20.3 No variation of this Agreement shall be binding on the parties unless made in writing, signed by
or on behalf of a duly authorised representative of each of the parties and expressed to be such a variation.
20.4 If any provision of this Agreement (or any part thereof) shall be found by any court or
administrative body of competent jurisdiction to be unenforceable, invalid or illegal, it shall be severed from this Agreement and shall not affect the enforceability of the remainder of this Agreement, unless:
20.4.1 either party can demonstrate that it would not have entered in to this Agreement
without the inclusion of that term; or
20.4.2 the exclusion of the term fundamentally alters the balance of the rights and obligations of the parties.
20.5 In the circumstances referred to in clause 20.4, the parties agree that they shall enter into
negotiations in good faith to agree a substitute clause which achieves so far as possible the objectives and effect of the unenforceable, invalid or illegal provision.
20.6 No failure or delay by any party in exercising any remedy, right, power or privilege under, or in
relation to, this Agreement shall operate as a waiver of the same. 20.7 No single or partial exercise of any remedy, right, power or privilege by any party under or in
relation to this Agreement shall preclude any other or further exercise thereof or the exercise of any other such remedy, right, power or privilege.
20.8 This Agreement shall be subject to the laws of Canada and the parties agree to submit to the
non-exclusive jurisdiction of the courts of Canada over any claim or matter arising out of, or in connection with, this Agreement.
20.9 Nothing in this Agreement shall constitute or be deemed to constitute a partnership or joint venture or the relationship of employer and employee between the parties, nor appoint either party as the agent of the other party for any purpose.
20.10 Licensor and Licensee acknowledge and agree that this Agreement is a license only, not a lease,
and no interest in land is hereby granted by Licensor to Licensee. This document may not be registered on title to the Licensor’s property, and any attempt by the Licensee to register this License on title will be a default under this Agreement.
21 Notices
21.1 Any notice, consent, request, demand, approval or other communication to be given under, or in connection with, this Agreement (a ‘Notice’) must be in English, in writing and signed by or on behalf of the party giving it. All Notices shall be delivered by hand or sent by pre-paid first class post or pre-paid international airmail to the Licensee at its registered office and to The Licensor at its registered office (or such other address as either party may notify to the other in accordance with this clause 21).
21.2 Notices delivered by hand shall be deemed served upon delivery, Notices sent by pre-paid first
class post shall be deemed served on the second Business Day following the day of posting and Notices sent by pre-paid international airmail shall be deemed served on the fifth Business Day following the day of posting.
21.3 In proving such service, it shall be sufficient to prove that delivery by hand was made or that the
envelope containing the Notice was properly addressed and delivered into the custody of the postal authorities as a pre-paid first class or prepaid international airmail letter (as the case may be).
Schedule 3
Studio Lot Rules and Regulations
1. General Rules
1.1. The Licensee shall conduct itself, and cause its agents, employees and invitees to conduct themselves, with full regard to these rules and regulations.
1.2. The Licensee shall conduct itself with full regard to the rights, convenience and welfare of all other licensees on the lot. This includes co-operation while working in the same vicinity as other licensees, and observing and reasonably accommodating the red lights and shooting schedules of other licensees. The Licensee, if advised by Licensor, shall cease construction, disruptive noise or any other activity that may interfere with another licensee’s shooting schedule and discontinue such activities until advised by Licensor that it may again proceed.
1.3. Animals are only permitted on the premises subject to relevant legislation and with the written permission of PTS Management. Animals must be kept under strict supervision, exercised only on a lead, and owners are responsible for cleaning up after their animals. Under no circumstances are animals allowed into any area where food is prepared or consumed. Licensee will adhere to all regulations and control guidelines regarding dangerous and venomous animals.
1.4. Inappropriate behaviour such as aggressive, abusive, or threatening acts, sexual misconduct, drunkenness, using, selling or dispensing illegal drugs or controlled substances, destructive behaviour, possession of weapons or flagrant disregard of the Rules and Regulations will be cause for expulsion from the property. Licensees are responsible to ensure that their employees adhere to this policy. See www.pinewoodtorontostudios.com for our detailed Anti-Harassment Policy Document.
1.5. The Licensee shall not use or permit the use of portable generators or portable air conditioning systems.
1.6. Smoking is strictly prohibited by municipal by-law in ALL buildings, including film stages and shops. 1.7. No person is permitted to canvas door-to-door on the lot for the purpose of selling products or services. 1.8. No person is permitted to use the premises for habitation. 1.9. No person is permitted to enter the premises of other licensees without specific permission except for PTS
Staff 1.10. No person is permitted in electrical or mechanical rooms, studio maintenance areas, studio storage areas,
rooftops or vacant premises without specific PTS Management approval. 1.11. Common areas such as corridors, stairways, building entrances, sidewalks, etc. are not to be used for
storage, extras holding, food service, garbage disposal or other uses that obstruct the area or contravene fire regulations.
1.12. Do not use toilets, sinks and floor-drains to dispose paint, plaster, floor sweepings, rags, ashes or sanitary products.
1.13. Do not erect signs except in the provided sign holders without the specific approval of PTS Management. 1.14. The Licensee shall provide the Licensor with a tentative schedule of start dates and duration for
construction, rigging, photography and strike. During production, the Licensee shall provide the Licensor with ‘one-liners’ and daily call sheets, provided that inadvertent failure to provide such one-liners and call sheets shall not constitute a material breach of this Agreement.
1.15. Unless absolutely necessary keep doors and windows closed.
1.16. No alterations to the premises are permitted. All furniture, fixtures and fittings provided is the property of PTS and must not be removed from the premises. Any damage to buildings, fixtures, furniture or fittings should be reported to the PTS Management as soon as it occurs. PTS may charge clients and contractors for damage other than ‘fair wear and tear.
1.17. For the protection of productions, photography of any kind around PTS is prohibited without the written authorization of the PTS Management.
1.18. For their own safety, children under the age of 16 years shall be permitted into PTS only under the supervision of a PTS employee or Licensee which shall in all cases be solely responsible for the safety and security of such children.
1.19. The Licensee at its own expense must procure all permissions, licenses, waivers, registrations, and approvals necessary for its desired activities.
2. Internet Usage
2.1. Licensees must use the internet services provided at PTS in accordance with the law. Licensees are responsible to ensure that their employees use the Internet Services lawfully. Licensees will not use or permit the services to be used: a) for fraudulent or unauthorized purpose, b) for the transmission of any material which is defamatory, offensive, threatening or abusive or of an obscene or menacing character or otherwise unreasonable, c) in a manner that constitutes a violation or infringement of the rights of any person, firm or company. For our complete internet use policy please see www.pinewoodtorontostudios.com.
3. Parking
3.1. All vehicles entering the lot must have either: (i) a PTS parking permit, (ii) a production vehicle identification card, or (iii) a valid parking pass.
3.2. All vehicles must be parked in their designated areas or assigned spaces. Any vehicle parked in an unauthorised location may be towed off site without further warning. Parking privileges for a particular vehicle will be revoked after two citations for parking violations.
3.3. Vehicle parking is prohibited in driveways, parking lot aisles, fire routes, designated loading areas, handicapped spaces (except with a valid permit) and on sidewalks.
3.4. PTS is not responsible for damage or theft of vehicles or their contents. For security reasons, report all incidents involving vehicles, including accidents and theft, to PTS Security.
3.5. Licensees are required to contact the management office to arrange for all production vehicles, including cube vans, picture cars and limousines, to be on the lot.
3.6. Bookings for crew and unit parking must be made 3 days in advance. 3.7. Car or truck washing is not permitted on the lot.
4. Operation of Motor Vehicles Onsite
4.1. The speed limit of 10kph which applies throughout the studio must be obeyed at all times. 4.2. The Studios’ traffic signs and road markings must be obeyed by drivers, cyclists and pedestrians. 4.3. All drivers of vehicles entering PTS must have a valid driver’s license and insurance and must display a
valid pass in the windshield of their vehicle.
5. Site Access and Security
5.1. The lot is patrolled at all times. Contact PTS Security through the management office or after hours at 416-707-4323. Please report suspicious activity.
5.2. Access Cards and internal office keys are issued for production offices and film stages. Licensees will be charged for changing locks and security card replacement unless all keys and access cards are returned.
5.3. Stages can be put on “hot lock” at the Licensee’s request. 5.4. Star trailers and ‘honeywagons’ shall not have sewage pumped out while on site without specific
management approval. Pump outs must be done outside working hours. 5.5. Unit parking and power must be prearranged prior to arrival on site and licensees are responsible for the
cost of unit parking and power. 5.6. Only visitors authorized by PTS Management or Licensees shall be permitted to enter the studios and
must be issued with a visitor pass. To avoid delay, the studio reception must be informed of any visitors details in advance of their arrival by calling extension 2018.
5.7. Licensees must ensure that all their employees and contractors carry a valid form of identification for security purposes.
6. Cleaning and Garbage Removal
6.1. PTS is endeavouring to create and maintain a green environmentally friendly environment. Recyclable material both green and blue bin items will be picked up on site. For a list of items that can be recycled and which bin should be used for these items see www.pinewoodtorontostudios.com
6.2. PTS staff will collect and remove normal office waste, recycling and kitchen garbage. Licensees are responsible for removing excessive craft services garbage.
6.3. Catering services are not permitted on carpeted surfaces in the production offices. Licensees are responsible for clean up of any catered events.
6.4. Exceptional waste such as removal of boxes and packing material, large volumes of paper or documents, film or tape disposal, etc. must be arranged through PTS Management. Charges will apply.
6.5. Construction waste and film set demolition waste must be arranged and removed at the Licensee’s expense. No waste from the stages is permitted in PTS bins unless prior arrangements have been made. Charges will apply
6.6. Licensees are responsible for cleaning lunchrooms after each meal. Garbage from catering must be removed off site at the Licensee’s expense.
7. General Rules Regarding Stage Use
7.1. Stages and carpentry shops are turned over to licensees in broom-swept condition, free of excess dust on fixtures and high areas and are to be returned in the same condition.
7.2. PTS Management will inspect offices, stages and carpentry shops with a Licensee representative at the beginning of a Term. Upon strike, a similar inspection will take place. Licensees are responsible for all damage.
7.3. Maximum loads on stage floors is 250 lbs per sf and 30lbs per sf on beams. Contact PTS Management when any set, prop or vehicle exceeds this capacity. Any damage as a result of exceeding these maximum loads will be the responsibility of the Licensee.
7.4. No alterations to the stages, shops or surrounding areas shall be made without the explicit written approval of PTS Management. All restoration work, including floor repairs will be at the Licensee’s expense.
7.5. In order to protect the acoustic integrity of the sound stage, nothing shall be leaned against or attached to stage walls.
7.6. Respect the bells and lights of other productions by avoiding excess noise while sound is rolling. During times that noise is created by construction activity, keep all stage and shop doors closed.
8. Use of Paints
8.1. Use only non-toxic water-based paints. Notify PTS Management for permission to use any volatile paints, finishes, paint removers, solvents or glues.
8.2. Store all paints in proper containers. 8.3. Clean excess paint from tools before washing. Licensee is responsible for the off site disposal of surplus
paint. Do not wash paint down the drains. 8.4. Painting of concrete stage floors is permitted. PTS Management must be notified in advance and charges
will be as described in the rate card. 8.5. Protect all stage property from paint spills or over-painting. Use drop sheets or paper to protect floors.
Licensees will be charged for paint damage and/or removal. 8.6. Spray painting is permitted only in Mill Shops and only when the immediate work area is tented to avoid
air-borne paint from settling on stage surfaces and/or being drawn into the HVAC system. 8.7. Do not paint outside of stages or workshops without the explicit approval of PTS Management.
9. Fire safety and Pyrotechnics
9.1. The Licensee shall obtain any necessary regulatory approval and permits for welding, pyrotechnics, open flames and flammable materials. Only properly licensed persons shall oversee, transport, or use pyrotechnics. The Licensee shall not store dangerous materials in or about the Premises or conduct any activities that will impair, invalidate or increase the cost of the premium for insurance policies held by the Licensor. All firearms and pyrotechnics shall be properly secured by the Licensee at the end of each shooting day. The Licensee shall not light fires or discharge firearms, smoke effects or pyrotechnics without first: (i) obtaining consent from the Licensor, (ii) obtaining all necessary permits, and (iii) employing any necessary fire-fighting professionals. The Licensee shall pay the Licensor’s fees to disengage and restore sprinkler systems, smoke and/or heat detectors, or other detection systems as may be necessary, and the cost of the Licensor’s consultants, if required, to review and consent to the Licensee’s pyrotechnic plans. The Licensee hereby specifically indemnifies and holds harmless the Licensor from and against any and all liability, causes of action, damages, costs or expenses, including legal fees, arising out of or in any way connected with the use or possession by the Licensee of firearms, pyrotechnics or smoke effects on the property. If, by reason of the Licensee’s failure to comply with the provisions hereof the Licensor’s fire insurance premium is increased and the Licensor gives the Licensee notice of the same, the Licensee shall pay for such increase upon presentation of a bill or statement therefor.
9.2. All stages are equipped with fire fighting equipment. All large stages have sprinkler systems. Do not paint hose cabinets, fire extinguishers or hydrants. Ensure that all life-safety equipment is visible and accessible at all times.
9.3. Maintain the 4-ft. fire lanes (minimum 7-ft. high) around the perimeter of the stage. Keep fire exits clear at all times.
9.4. Contact PTS Management at least 10 days in advance to discuss pyrotechnic and other special effects. PTS requires detailed information on the use of flammable liquids, gases, explosive devices, or chemicals. A safety plan is required to outline personnel, timing, safety precautions and emergency procedures. Additional insurance coverage may be required.
9.5. The transport, handling, storage and use of all pyrotechnic materials, flammable gases or liquids must be managed by qualified personnel and meet with all applicable provincial and municipal laws. Explosives and firearms shall not be brought onto the property without proof of necessary licences. All explosives and firearms must be properly secured at the end of each day.
9.6. Charges will apply when smoke alarms and/or sprinkler systems are disengaged for special effects. The Licensee must provide 24-hr. supervision by qualified and equipped fire fighters when alarms or sprinkler systems are by-passed.
Schedule 4 Current Studio Rate Card
SOUND STAGES SOUND STAGES
*119’ x 88’ x 35 (less 472’ for w/c, doorways)
OFFICE SPACE Building 2; North Wing
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Suite 101 or 102 Wardrobe 1,800 per suite $1,580
Suite 103 Wardrobe 2,300 $1,990
Suite 104 Wardrobe 800 $715
Suite 201, 301 or 401 Production Office 4,200 $3,775
Suite 202, 302 or 402 Art Department 2,100 $1,890
Suite 203, 303 or 403 Executive Suite 2,200 $1,990
Building 2; West Wing
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Suite 200 Production Office 3,600 $2,400
Suite 204 Small Production Office 1,400 $1,275
Suite 304 or 404 Production Office 4,100 $3,670
Suite 205, 305 or 405 Art Department 2,200 $1,890
Suite 206 or 306 Executive Suite 2,300 $2,190
Suite 406 Executive Suite w/balcony 2,300 $2,295
Building 8
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Multipurpose A Multipurpose 2,300 $1685
Stage Number Size A/C/ Tons Rentable Area (SF) Weekly Rate
Stage 1 80' x 150' x 40' 26 12,000 $17,300
Stage 2 100' x 150' x 40'
30 15,000 $21,600
Stage 3 100' x 150' x 40'
30 15,000 $21,600
Stage 4 (Mega) 180' x 256' x
60' 124 45,900 $47,800
Stage 7 100' x 180' x 40'
40 18,000 $23,900
Stage 8 100' x 180' x 40'
40 18,000 $23,900
Stage 9 129' x 77.5’ x 40'
20 10,000 $15,600
Stage 10 *119’ x 88’ x 35 40 10,500 $10,500
Stage 11 *119’ x 88’ x 35 40 10,500 $10,500
Stage 12 *119’ x 88’ x 35 40 10,500 $10,500
Studio54 120’ x 270’ x
32’ n/a 32,000 $17,400
Jumbo Stage 200’ x 200’ x 50’
n/a 40,000 $31,200
Multipurpose B Multipurpose 1,300 $900
Multipurpose A/B Multipurpose 3,600 $2500
SHORT-TERM ROOMS
Meeting Rooms Hourly Rate Half Day
Rate Full Day
Rate Full
WeekRate
Meeting Room 3A (small room) $20.00 n/a $140 n/a
Meeting Room 3B (large room) $30.00 n/a $210 n/a
Meeting Room 3A/B (open as one room) $40.00 n/a $280 n/a
Meeting Room 4A (small exec room) $25.00 n/a $175 n/a
Meeting Room 4B (large exec room) $35.00 n/a $245 n/a
Dressing, Hair & Make-up Rooms - Building 2 Small dressing room n/a $60 $100 $300
Large dressing room with 3-pc bathroom n/a $100 $175 $525
Hair & Make-up Room n/a $150 $250 $750
Green Room n/a $100 $175 $525
Kraft Room (without stage rental) n/a $60 $100 $300
Stage Office (without stage rental) n/a $60 $100 $300
Dressing, Hair & Make-up Rooms - Building 7 Small dressing room n/a $60 $100 $300
Hair & Make-up Room n/a $125 $200 $600
Stage Office n/a $150 $250 $750
Kitchen n/a $125 $200 $600
Meeting Halls, Lunchrooms Meeting Hall A/B for lunchroom n/a n/a $350 n/a
Vacant stage, shop or wardrobe used for Lunchroom n/a n/a $350 n/a
Special Short-term Uses Stage for Camera Tests / Publicity / EPK n/a n/a $1500 n/a
Holding area n/a n/a $350 n/a
Onsite Location Shoot – Exterior n/a n/a $1,500 n/a
Onsite Location Shoot – Interior n/a n/a $2,500 n/a
MILL SHOPS/LOCKUPS
MILL SHOPS/LOCKUPS Description Rentable Area (SF) Weekly Rates
Mill Shop 1, 2, 3 or 4 5,000 $3,370
Lock-up 1 or 2 550 $410
Lock up 3 or 4 120 $155
SECURITY & ACCESS CONTROL
Description One-time Set- Up
Charge
Photo ID, card access & keys for production personnel $300 for up to 80 persons
Building Access Cards for designated personnel Included per issued card
Replacement photo identification $15 per ID Replacement building access card $50 per card (includes programming) Reprogramming to change, add or delete access card included per occasion Keys issued for private offices or padlocks Included per key issued (max 3 per door) Charge for lost key $10 per key
WATER COOLER/FILTER & COFFEE SERVICE
Description Consumption Charge Daily Rate Weekly Rate
Water Cooler/Filter Rental n/c $10 $30
Keurig Coffee maker; auto water supply Buy direct from supplier n/c n/c
Keurig Coffee maker; manual water supply Buy direct from supplier n/c n/c
LavAzza Espresso / Cappuccino maker Buy direct from supplier n/c n/c
TELECOM & DATA
Basic Phone One-time Set-Up Charge
Weekly System Access
Charges
Per hand-set / Data-port Combo (1.5 mb service to suite) $75 per set $20/set
Additional Voicemail (over & above Coordinator’s) $25 $7/set
Fax Line $75 $20/line
Extension Naming $100 50 extensions
Addition DID numbers $75 $20
Long Distance Rates for Canada & US (call for other rates) n/a 10¢/minute Canada& US. n/a
Data Packages
Data Packages: 6 mb up & down, per suite Included 6mb up & down, per suite Included
Data Packages1: >6 mb up & down, per suite Call for Quote >6mb up & down, per suite Call for Quote
Data Package: 10Mb to racked servers n/a $150
Wireless $125 $12.50
Rack Space n/a $1000/month
IT Support n/a $200/h
1 Call for data packages greater than 6mb. Data can be assigned to specific ports – call for quote.
Description Daily Rate Wkly Rate
4 mnth min Consumption Charge per Copy
(free paper)
Production Combo - 5687 Exec and 4127 Prod and 7328 Art Dept n/a $350 $0.04 B&W / $0.40 colour
Production Combo - 5687 Exec or 4127 Prod and 7328 Art Dept n/a $300 $0.04 B&W / $0.40 colour
Model 5687 or 4127 - Copier / scanner / fax $120 $245 $0.04 B&W
Model 7328 - B&W + colour / scanner / fax $85 $175 $0.04 B&W / $0.40 colour
CHARGES FOR STUDIO PERSONNEL
Description Minimum Hourly Rate
OT Rates
Cleaner or general labourer, 4-hr minimum per call $25/hr Mon-Fri; 9am-6pm $37.50/hr
Security Officer, 4-hr minimum per call $25/hr First 8-hr of shift $36/hr
RATE CARD: PARKING AND OTHER CHARGES
Description Rates
Crew Parking 24- hr day $300 Up to 75 passenger
vehicles
Picture cars, other stored passenger vehicles, small trailers n/a Call for Rate
Unit parking (non-shoot days) $150/day n/a
Bypassing of sprinkler alarm system (fire watch excluded) $350 Per occasion, by-pass &
reinstate
Draining of stage sprinkler system n/a Call for rate
Fire hydrant hook-up n/a Call for rate
Water for Winnebago fill-up $25 Per vehicle/fill
Floor paint removal Quoted per job. Call for rate
Tentest (for drywall areas in suites only) $20 per sheet $25 labour per hr, 1 hour
minimum
POWER, HEATING & AIR CONDITIONING SYSTEMS
POWER, HEATING & AIR CONDITIONING SYSTEMS
Description Utility Consumption Charge
Heating Systems 70¢/m3 for gas
110V House Power : Stages and Mill Shops 40¢/KwH for power
Air Conditioning Systems 40¢/KwH for power
Document comparison by Workshare Compare on Wednesday, March 12, 2014 10:17:58 AM Input:
Document 1 ID file://C:\Users\dhunter\Desktop\Pinewood - Sony Terms from TR (EXEC) (18 11 10) L RM.doc
Description Pinewood - Sony Terms from TR (EXEC) (18 11 10) L RM
Document 2 ID file://C:\Users\dhunter\Desktop\March 12 2014 - Pinewood Sony License Agreement - Pinewood Redline.doc
Description March 12 2014 - Pinewood Sony License Agreement - Pinewood Redline
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1
Zechowy, Linda
From: Zechowy, LindaSent: Monday, March 10, 2014 6:13 PMTo: 'Sabine Graham'; Hunter, DennisCc: Luehrs, Dawn; Barnes, Britianey; Allen, Louise; Herrera, TerriSubject: RE: PIXELS - Pinewood Studios
Hi Sabine,
Attached is the agreement with a few revisions in the insurance section 14. There was a change in the insurance industry in January 2011 (after the TR Pinewood policy), regarding notice of cancellation to 3rd parties. I also clarified the basis of the liability coverage to reach the combined limit of $10MM.
Once the agreement is finalized we will issue the requisite certificate.
Thanks,
Linda Zechowy
Risk Management
Office: 310 244 3295
Fax: 310 244 6111
From: Sabine Graham [mailto:[email protected]] Sent: Monday, March 10, 2014 5:31 PM To: Hunter, Dennis Cc: Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, Louise; Herrera, Terri Subject: Re: PIXELS - Pinewood Studios
Thanks Dennis. Risk Mgmt: This one is time sensitive as it is the deal for our office and studio space. Thank you.
2
Sabine Graham
Production Coordinator
PIXELS
_____
From: "Hunter, Dennis" <[email protected]> To: Sabine Graham <[email protected]> Cc: "Luehrs, Dawn" <[email protected]>; "Zechowy, Linda" <[email protected]>; "Barnes, Britianey" <[email protected]>; "Allen, Louise" <[email protected]>; "Herrera, Terri" <[email protected]> Sent: Subject: FW: PIXELS - Pinewood Studios
Hi Sabine,
This will work as the foundation for the agreement. We’ll still need to see the draft once all the business points are put in for Pixels – I’ll need to discuss with Adam.
Thanks, Dennis
From: Sabine Graham [mailto:[email protected]] Sent: Monday, March 10, 2014 3:49 PM To: Hunter, Dennis; Luehrs, Dawn; Zechowy, Linda; Barnes, Britianey; Allen, Louise; Herrera, Terri Subject: PIXELS - Pinew
Attachments: Pinewood - Sony Terms from TR (EXEC) (18 11 10) L RM.doc (236050 Bytes)
LICENSE AGREEMENT
THIS AGREEMENT is made on ____ BETWEEN: 1. PT STUDIOS INC. operating as PINEWOOD TORONTO STUDIOS., a company incorporated in Canada
and whose registered office is at 225 Commissioners Street, Toronto, Canada, M4M 0A1 (“The Licensor”); and
2. ARCADERS PRODUCTIONS LTD a company incorporated in Canada and whose registered office is at 225
Commissioners St, Suite 305, Toronto ON M4M 0A1(the “Licensee”). THE PARTIES AGREE AS FOLLOWS: 1. DEFINITIONS
Any words and expressions used in this Agreement shall have the meanings respectively ascribed to them in paragraph 1 of Schedule 2 (Standard Terms & Conditions of Licensor ) to this Agreement.
2. TERMS
The parties each acknowledge and agree to be bound by the terms and conditions set out in this Agreement (including the Schedules).
3. THE FACILITIES
Subject to the Licensee’s compliance with its obligations under this Agreement, including, without limitation, payment of the Fees and for the purposes of making the Production The Licensor shall: 3.1 permit the Licensee to use the Facilities for the Term; and
3.2 supply to the Licensee any other services or facilities agreed to be supplied by The Licensor under
this Agreement,
in each case strictly subject to, and in accordance with, the terms and conditions of this Agreement.
4. COMMENCEMENT AND TERM
This Agreement shall commence on the date of this Agreement and shall continue unless and until expired and/or terminated in accordance with its terms.
Signed for and on behalf of: Signed for and on behalf of: THE LICENSOR THE LICENSEE Signature: ----------------------------- Signature: ----------------------------- Name: ----------------------------- Name: ----------------------------- Edith Myers TBC
1
SCHEDULE 1
A. LICENSEE’S CONTACT DETAILS: B. NAME OF PRODUCTION:
C. ALLOCATED ACCOUNT NO: N/A D. LICENSOR LOCATION/S: Pinewood Toronto Studios E. LICENSOR SPACE AND FEES: Payment on Signature All above fees are exclusive of tax G. ADDITIONAL FACILITIES AND CHARGES The Licensor may provide Additional Facilities at Current Rates subject always to their availability and in accordance with the terms of Schedule 2. The charges for any such Additional Facilities are not included within the Net Total Fees above. In the event that such Additional Facilities are supplied with electricity and telephones, these will also be charged to the client. Telephones, Fax and Copiers will be billed at rate card. H. OVERAGES AND OVERTIME In addition to the Net Total Fees above and any Additional Charges:
1. The Lessee shall not be charged overtime for use any Stage or Facilities, regardless of daily hours, weekdays or weekends.
2
SCHEDULE 2
STANDARD TERMS & CONDITIONS OF STUDIO RENTAL
1 Definitions
1.1 ‘Additional Charges’ shall mean The Licensor’s charges payable by the Licensee for facilities supplied to the Licensee by The Licensor either (i) during any extension to the Term as may be agreed between the parties or (ii) which were not included in the Fees or were not anticipated or quantified at the time this Agreement was entered into (including, without limitation, charges for the provision of Additional Facilities).
1.2 ‘Additional Facilities’ means any facilities to be provided by The Licensor to the Licensee in
addition to the Facilities.
1.3 ‘Business Day’ means any day (other than a Saturday or Sunday) on which banks are ordinarily open for business in Toronto.
1.4 ‘Current Rates’ means The Licensor’s standard rates from time to time.
1.5 ‘Facilities’ means the facilities which The Licensor agrees to provide and/or make available to the
Licensee during the Term as set out in Schedules 1 and 2 to this Agreement, including, without limitation, the Location.
1.6 ‘Force Majeure Event’ has the meaning ascribed to it in clause 16.1.
1.7 ‘Fees’ means the sum that the Licensee shall pay to The Licensor in consideration of the
Licensee’s right to use the Facilities during the Term as set out in Schedules 1 and 2 to this Agreement. The sum specified shall be exclusive of any Additional Charges.
1.8 ‘Location’ means such premises forming part of the Premises of The Licensor as are identified in
Schedules 1 and 2 to this Agreement. 1.9 ‘Loss’ means any damages, loss, costs, claims or expenses of any kind.
1.10 ‘Materials’ means all property belonging to the Licensee or its Staff and all other property
brought onto the Location and/or the Premises of The Licensor by the Licensee or its Staff. 1.11 ‘Minor’ means a person under the age of 16 years old at the relevant time.
1.12 ‘Normal Operating Hours’ means 6am to 10pm on any Business Day.
1.13 ‘Term’ means the period or periods as set out in Schedule 1 of this Agreement, together with
any extension thereto as may be agreed between the parties. Subject always to Clause 2 of this Schedule 2, the commencement dates for Stages and Facilities referred to in Schedule 1 shall be subject to change/adjustment within the period of one week before or after such stated commencement date.
1.14 ‘Premises of The Licensor’ means all premises owned, occupied or controlled by The Licensor or
otherwise used by The Licensor, whether for the purposes of this Agreement or otherwise.
1.15 ‘Production’ means the production of the Licensee specified in Schedule 1 of this Agreement.
1.16 ‘Production Term’ means the term specified in Schedule 1 of this Agreement. 1.17 ‘Staff’ means any directors, officers, employees, agents, contractors, sub-contractors, suppliers,
consultants and professional advisers of a party.
2 Bookings
2.1 The Licensee shall from time to time give sufficient and reasonable notice to the Licensor of the dates upon and times at which the Licensee requires to make use of the Facilities (excluding offices) and other services to enable The Licensor to make the necessary arrangements and in
particular shall give not less than seven days notice in writing to expire before the end of the Production Term if a further production term of seven days or less is required by the Licensee and not less than fourteen days notice in writing to expire as aforesaid if a longer further production term is required.
2.2 Nothing contained in this Agreement shall entitle the Licensee to extend the Term beyond the
period set out in Schedule 1 of this Agreement. 2.3 If the Licensee desires to make use of the Licensor Space facilities or services (excluding offices)
on any Saturday or Sunday it shall make its request to the Licensor for consent not later than 4pm on the preceding Thursday.
3 Fees and Additional Charges
3.1 The Licensee shall pay to The Licensor the Fees, together with all Additional Charges arising. 3.2 Subject to any special conditions of payment that may be agreed between the parties and set
out in Schedule 1 to this Agreement, 25% of the Fees shall be payable on signature of this Agreement and 25% shall be payable at the start of the Term. The remaining balance of the Fees shall be payable at a date / dates to be arranged between the parties prior to the commencement of the Term and set out in Schedule 1.
3.3 Unless this agreement is fully executed, all fees and charges set out in Schedule 1 of this
Agreement will, unless otherwise agreed, be valid for a period of 30 days only from the date of issue.
3.4 The Licensor reserves the right to increase the Fees to reflect any verifiable increase in the cost
to The Licensor of providing and/or making available any of the Facilities to the Licensee arising from a deficiency or inaccuracy in the Licensee’s instructions or any delay on the part of the Licensee. For the purpose of clarification, Licensee’s extension of the Term in accordance with Paragraph G of Schedule 1 and paragraph 4.2 below shall not be considered a delay as set forth in this paragraph.
3.5 The Licensor shall render detailed invoices to the Licensee for all charges incurred by the
Licensee hereunder and if the same are not disputed in writing to the Managing Director of The Licensor within six business days of the date thereof they shall be deemed to be accepted by the Licensee.
3.6 Any Additional Charges shall be paid within seven days of the date of any invoice for such
Additional Charges issued by The Licensor to the Licensee.
3.7 Subject to clause 17.2.3 in the event of the Licensee failing to make any payment due under this Agreement by the relevant due date, The Licensor shall be entitled, without prejudice to any other rights or remedies it may have, to suspend the further provision of the Facilities to the Licensee.
3.8 Interest shall be payable on demand by the Licensee to The Licensor on any sum payable by the
Licensee which is not paid by the relevant due date at the rate of 4% per annum above the base rate from time to time of the Royal Bank of Canada from such date until the date of actual payment.
3.9 All amounts referred to in this Agreement shall be paid in Canadian dollars and are exclusive of
all applicable taxes and levies, which shall (if required) be payable by the Licensee at the appropriate rate on the same date as the payment to which such tax (and/or other taxes and levies) relates.
4 Additional Facilities and Overtime
4.1 The availability and provision of Additional Facilities shall be determined by The Licensor in its absolute discretion.
4.2 Whilst the Licensor will try to accommodate the Licensee’s requirements for Additional Facilities,
the Licensee acknowledges that the Licensor must also consider the requirements of other third parties wishing to use the Licensor’s facilities.
4.3 Where Additional Facilities have been requested by the Licensee and are provided by the Licensor, the Licensee shall pay the Additional Charges for such Additional Facilities whether or not written authorisation has been given by the Licensee.
4.4 Where the context so requires, references in this Agreement to ‘Facilities’ shall be interpreted to
include references to ‘Additional Facilities’.
4.5 Except with the consent of the Licensor the Licensee shall make use of the Location and the Facilities only during the Normal Operating Hours of the Premises of The Licensor. In the event of the Licensor permitting the use by the Licensee of the Location and Facilities outside such working hours the Licensee shall in addition to any sum due under the provisions of this Agreement pay The Licensor in respect thereof in accordance with Current Rates including an hourly sum in respect of the Location.
5 Licensor space
5.1 The Licensor shall grant the Licensee the non-exclusive right to occupy the Location and to have rights of access over the Premises of the Licensor to and from the Location at all reasonable times in accordance with this Agreement, subject to all rights and reservations in favour of the Licensor as set out in this Agreement and all superior interests and all other encumbrances that exist in respect of the Premises of the Licensor.
5.2 In order to facilitate the operation of the studios forming part of the Premises of the Licensor,
the Licensor shall be entitled upon reasonable (five Business Days) notice to the Licensee to substitute for the Location or any part thereof equivalent alternative Licensor space at any location operated by the Licensor, provided that such substitution does not interfere with the proper use by the Licensee of any sets already erected and is at no greater cost to the Licensee.
5.3 If prior to the commencement of the Production Term circumstances arise which result in delay
to any production then due to be or being produced at the Location The Licensor may by notice in writing given to the Licensee as soon as reasonably practicable postpone the commencement of the Production Term (to enable the production so delayed to be completed) until such substituted date as shall be stated in the said notice and upon such notice being so given the Production Term shall be deemed to commence upon such substituted date. Notwithstanding the latter The Licensor will use reasonable endeavours to keep the Licensee informed of relevant information regarding such postponement and to satisfy the Licensee's requirements always considering the demands of other productions.
5.4 The Licensee shall not, and shall procure that none of the Licensee’s Staff shall, enter onto or
use any part of the Premises of The Licensor, other than for the purpose of access to and egress from the Location, or enter onto any of the other stages, facilities, offices or Premises of The Licensor, or make use of any plant, machinery or other facilities, except in accordance with this Agreement. The Licensee shall not interfere with the smooth running of the Premises of The Licensor generally, nor shall it interfere with, or cause a nuisance to, the Staff of The Licensor or any other authorised persons on the Premises of The Licensor or prevent them, or cause them to be prevented, from carrying out their proper duties, whether at the Location or elsewhere on the Premises of The Licensor.
5.5 The availability of parking on the Premises of The Licensor is in the absolute discretion of The
Licensor. All vehicles the property of, or under the control of, the Licensee, any of the Licensee’s Staff or any other persons visiting the Licensee and permitted onto the Premises of The Licensor shall be required to park in the designated car parks or as The Licensor may direct and shall not impede the free flow of traffic around the Premises of The Licensor. The Licensee shall use its best endeavours to ensure that adequate transport arrangements are made to prevent any such impediment.
5.6 The Licensor reserves the right to enter onto the Location at any time during the Term.
5.7 Upon expiry of the Term:
5.7.1 the Licensee shall ensure that no Materials or other property of the Licensee are left
on the Premises of The Licensor without The Licensor’s prior written consent. 5.7.2 unless otherwise agreed by the Licensor and at the Licensee’s expense the Location
(including backcloths and/or backing) and Facilities shall be reinstated and left in the same state and condition (including colour) as they were in when the Licensee commenced its use of the same subject to reasonable wear and tear. Until the
Location and Facilities are vacated and left in a clean, tidy and proper condition, all keys returned and all construction and other material removed, the Licensee shall be deemed to be making additional use thereof and shall be liable to pay additional hire charges therefor at Current Rates.
6 Licensor and other regulations
6.1 The Licensee shall, and shall procure that all of its Staff shall, at all times observe and fully comply with such studio and/or health and safety regulations as The Licensor shall from time to time prescribe. In particular (but without limiting the generality of the preceding wording), it shall be the responsibility of the Licensee to ensure that all of its Staff at all times adhere to the prohibition on smoking at the Location and in any other buildings or areas on the Premises of The Licensor which are designated as “No Smoking” and do not drink alcohol on the Premises.
6.2 The Licensor shall be entitled to refuse entry to, or remove from the Premises of The Licensor,
any person not bona fide employed by, or acting on behalf of, the Licensee or acting in accordance with the Licensee’s instructions in connection with the Licensee’s use of the Facilities or any other person who fails to comply with The Licensor’s regulations or any provision of this Agreement or whom The Licensor reasonably considers (in its absolute discretion) to be a nuisance or danger to others on the Premises of The Licensor.
6.3 In accordance with Schedule 3, the Licensee shall keep the Location clean and tidy at all times
and shall be responsible for the collection and removal from the Premises of The Licensor of all construction waste and other waste.
6.4 Deleted intentionally
6.5 In the event that the production/programme(s) requires the presence of an audience or guests
at the Location, the Licensee shall ensure that all appropriate regulations and precautions in respect of the safety of such audience members and/or guests are observed and shall seek, and abide by, the advice and observations of the relevant fire office in every case. The Licensee shall provide The Licensor in advance with details of the arrangements that it intends to make in relation to the safety of such audience members and/or guests. The Licensee shall employ the Licensor’s security personnel at Licensee’s expense.
6.6 Minors and animals are brought onto the Location and/or the Premises of The Licensor entirely
the Licensee’s own risk. The Licensee shall ensure that any such Minors and animals are supervised at all times.
6.7 The Licensee shall ensure all exit routes and other ‘fire lanes’ are kept clear of any obstruction
and are regularly inspected. Under no circumstances shall exits or means of escape be obstructed or locked during occupation of the Location. The Licensee shall also ensure that all fire extinguishers (as provided by The Licensor) are in their correct positions. The Licensee shall promptly report any discharge of fire extinguishers to The Licensor, following which The Licensor shall arrange for such fire extinguishers to be refilled or replaced (as appropriate) at the Licensee’s expense.
6.8 The Licensee shall permit any member of The Licensor’s Staff or any inspector appointed by the
City of Toronto or similar authority to inspect the Location at any reasonable time without prior notice. The Licensee shall fully co-operate with any such inspection.
6.9 The Licensor shall be entitled, without prejudice to any other rights it may have, to prevent or
otherwise preclude the Licensee or its Staff from carrying out any activity which, in the opinion of The Licensor and/or any inspector, poses an unacceptable risk of damage to property, injury or loss of life.
6.10 The Licensee shall not (save with the prior written consent of The Licensor) store or use, or
permit to be stored or used, at the Location and/or the Premises of The Licensor any guns, explosives, wild or dangerous animals, toxic, inflammable or other dangerous or explosive substances (including liquid propane gas) or any other materials the keeping of which may contravene any law or constitute a nuisance to The Licensor or any other users of the Premises of The Licensor or to owners and/or occupiers of neighbouring property PROVIDED THAT subject to The Licensor’s prior consent nothing shall prevent the Licensee from using any materials reasonably necessary for the purpose of producing effects reasonably required for the type of production being undertaken at the Location in accordance with the provisions of Schedule C
6.11 The Licensee shall not use, or permit to be used, any explosives or any fire effects, nor shall it
start, or cause to be started, any fire at the Location and/or the Premises of The Licensor, except with the prior written approval of The Licensor (in its absolute discretion).
6.12 The Licensee shall give a minimum of five clear days’ notice in writing to The Licensor of its
intention to use explosives or fire effects and, in the case of explosives, any work must be carried out under the supervision of a properly qualified explosives expert approved in advance by The Licensor. No consent given by The Licensor hereunder shall, or shall be deemed to, relieve the Licensee of any of its obligations under this Agreement or the general law.
7 Licensee responsible for equipment & personnel
7.1 The Licensee shall be responsible for the care, control, security, insurance and maintenance of all property (including, without limitation, the Materials) of whatsoever nature brought onto the Location and/or the Premises of The Licensor by the Licensee or its Staff, as well as the health, safety and welfare of all of its Staff.
7.2 The Licensee shall, and shall procure that its Staff shall, observe and fully comply with all
applicable laws, rules, regulations, orders and requirements relating to the production of films, television programmes, sound recordings and video recordings made in pursuance of any act of parliament, statutory instrument or by any relevant local or other authority or council or otherwise and with any codes of practice and procedures, including, without limitation, those relating to fire, security, health and safety, livestock, animals, the employment of children and the storage and use of guns, explosives and other flammable and toxic substances.
8 Cancellation
If the Licensee wishes to cancel its contract for use of some or all of the Facilities during some or all of the Production Term, the Licensee shall inform The Licensor of such cancellation in writing. Further to such cancellation by the Licensee, The Licensor shall be entitled but not obliged to accept a booking or bookings from a third party or third parties (“New Licensee”) for the relevant part/s of the Facilities during the period specified in the cancellation (“New Booking”). If The Licensor accepts a New Booking, the Licensee shall be credited with the lesser of the two following amounts: 8.1 eighty per cent (80%) of any Fees received by the Licensor from the New Licensee in respect of
the New Licensee’s use of the Facilities or part thereof during the normal operating hours of the Premises of The Licensor within the Term; or
8.2 eighty per cent (80%) of any Fees that would have been due from the Licensee in respect of the
Licensee’s use of the Location or part thereof during the normal operating hours of the Premises of The Licensor within the Term.
but (apart from The Licensor’s obligation to credit the Licensee as aforesaid) nothing herein contained shall affect the Licensee’s obligation to make the payments specified in this Agreement and any other proper charges or payments becoming due hereunder, whether or not the Licensee makes use of such Facilities during such periods.
9 Materials
9.1 If The Licensor, at the Licensee’s request, agrees to store any Materials on the Premises of The Licensor, it shall charge for such services at agreed rates or, in the absence of agreement between the parties, at the Current Rates. Any such storage shall be entirely at the Licensee’s own risk.
9.2 Unless otherwise agreed in writing signed by an authorised officer of The Licensor, the Licensee
shall be responsible for the delivery and collection of the Materials. Any damage to the Materials whilst in transit (including, without limitation, where The Licensor agrees to deliver and/or collect such Materials) shall be at the Licensee’s own risk. It is the Licensee’s sole responsibility to ensure that all Materials are properly and securely packaged whilst in transit and in storage.
10 Deleted Intentionally
11 Warranties
The Licensee warrants to The Licensor that: 11.1 it is the owner of, or has and shall continue to have throughout the Term the consent of the
owner and lawful possession of, the Materials; 11.2 in using the Facilities, it shall not directly or indirectly infringe any copyright, patent, design
right, trade mark or other industrial or intellectual property rights of any third party;
11.3 it shall not make use of any names or trade marks or any other intellectual property of The Licensor or any of its group companies other than as permitted expressly by this Agreement;
11.4 all of its Staff are qualified to carry out their tasks and are fully conversant with, and abide by,
safe working practices, and 11.5 it shall not, and shall procure that its Staff shall not, make any alterations of any nature or kind
to the Location, the Facilities or any equipment or property belonging to The Licensor without the prior written consent of The Licensor except in accordance with the agreed use of the Facilities as set forth in Schedule 1 provided always that any such agreed alteration or redecoration of the Licensor Space or facilities shall be carried out by the Licensor or the Licensee (as the Licensor may specify) at the sole expense of the Licensee.
11.6 The Licensor hereby confirms that neither it, nor its licensees or assigns, shall have any rights of
copyright or intellectual property rights of any other kind or nature in and to any photography and/or sound recordings made by the Licensee pursuant to this Agreement.
12 Production Credit and Marketing
12.1 The Licensee agrees to accord The Licensor a credit in the end crawl specifying that the production/programme(s) was filmed at Pinewood Toronto Studios; format placement and size of such credit shall be at Licensee’s sole discretion.
12.2 Subject to The Licensee’s approval, the Licensee shall supply to The Licensor access to press kits
and on-set press days relating to the Production, images that may be used for marketing of the Licensors (print and web), full copyright details will be listed including title, date of release and proprietor, provided that any failure to comply with this clause by the The Licensee shall not constitute a breach of this Agreement.
13 Licensee’s liability
13.1 The Licensee shall compensate and indemnify The Licensor and/or The Licensor’s Staff against, and hold them harmless from Loss which The Licensor or its Staff may suffer or incur (including loss of rent, loss of revenue and reasonable outside legal and other outside professional costs and expenses) by reason of:
13.1.1 the use by the Licensee of the Facilities and/or the Additional Facilities and/or any
other facilities, goods and/or services supplied under this Agreement; 13.1.2 any damage to the equipment and/or materials forming part of the Facilities or the
Premises of The Licensor and/or any delay or failure in returning the equipment forming part of the Facilities in accordance with this Agreement provided always that The Licensee’s obligation under this clause 13.1.2 shall not exceed the replacement cost of such equipment and/or materials;
13.1.3 any act of defamation, breach of confidentiality or infringement of copyright, patent,
design right, trade mark or other industrial or intellectual property rights involved in, or arising out of, the production/programme(s); or
13.1.4 the Licensee’s negligence, default or breach of this Agreement (including breach of
the warranties set out in clause 11 and/or any claim brought against The Licensor by a third party in connection with such breach),
save to the extent that any such Loss is caused by the negligent or reckless act of The Licensor or any of its Staff (except where The Licensor or such Staff are acting under the direction and control of the Licensee or the Licensee’s Staff).
13.2 The Licensee shall, at the Licensee’s own expense, compensate The Licensor in full for any
damage or loss to equipment or property of The Licensor which is lost or damaged in accordance with clause 13.1 with equivalent replacement equipment or property. In the event that only new equivalent replacement equipment or property is available within a reasonable time in all the circumstances, the Licensee shall, entirely at its own expense, replace the damaged equipment or property with such new replacements irrespective of wear or tear to the lost or damaged equipment or property. The Fees shall continue at the daily rate until the date on which The Licensor receives payment from the Licensee for the full replacement cost of such Facilities or for the cost of repair of such Facilities, as applicable.
14 Licensee’s insurance cover
14.1 Without prejudice to clause 13, and as a condition of this Agreement, the Licensee shall:
14.1.1 at the Licensee’s expense, insure and keep insured throughout the Term through All Risks Property Insurance, covering the Materials (whether owned or leased or borrowed) and generally all property for which the Licensee is responsible. The valuation shall be the replacement cost and such Policies will contain a waiver of subrogation in favour of the Licensor and the Licensor’s staff, the Licensor’s mortgagee, and others the Licensor has assumed responsibility to insure. The Licensee shall give the Licensor 30 days notice of cancellation of any such insurance policy;
14.1.2 at the Licensee’s expense, insure and keep insured throughout the Term General
Liability and Excess/Umbrella Liability insurance in relation to any use or occupancy of the Premises, Location, Facilities and/or the Additional Facilities and covering all operations of the Licensee and Licensee’s Staff, with an combined indemnity limit of at least ten million dollars ($10,000,000) in respect of any one claim, occurrence or incident. Such Policies will include at a minimum claims for bodily injury, (including death), personal injury, property damage, non-owned automobiles, hostile fire, and licensees legal liability. Such policies will include the Licensor, Toronto Waterfront Studios Inc, Comweb Studios Holdings Inc, Toronto Waterfront Developments Inc, Pinewood Toronto Studios, Build Toronto Holdings One Inc as additional insureds. Such policies will contain a waiver of subrogation against all such additional insured’s and will contain a cross liability clause and severability of interest clause. The Licensee shall give the Licensor 30 days notice of cancellation of any such insurance policy Notice of cancellation will be in accordance with the policy provisions;
14.1.3 at the Licensee’s expense insure and keep insured coverage for injuries to the
Licensee or the Licensee’s Staff that will or may be on the Premises, Location or at the Facilities or the Additional Facilities of the Licensor. Such policies will include the Licensor, Toronto Waterfront Studios Inc, Comweb Studios Holdings Inc, Toronto Waterfront Developments Inc, Pinewood Toronto Studios, Build Toronto Holdings One Inc as additional insureds (if such cover is available). The policy shall contain a waiver of subrogation in favour of the Licensor and such additional insureds. The Licensee shall give the Licensor 30 days notice of cancellation of any such insurance policy Notice of cancellation will be in accordance iwth the policy provisions;
14.1.4 at the Licensee’s expense, extend such insurance as necessary to provide similar
cover for any extension to the Term as may be agreed between the parties; 14.1.5 throughout the Term and any extension thereto as may be agreed between the
parties, not cause or permit to be caused any breach of any insurance policy with respect to the Facilities and/or the Additional Facilities; and
14.1.6 supply to The Licensor prior to the commencement of the Term certificate(s) of
insurance from an A+ listed insurance company or companies confirming all coverages required under this Agreement.
14.1.7 Deleted Intentionally
14.2 For the avoidance of doubt, the insurance policies referred to in clauses 14.1.1 and 14.1.2 and
14.1.3 which are to be effected by the Licensee, or the Licensee’s payroll services company as respects Workers’ Compensation coverage, are primary insurance and, in the event of an insurance claim, The Licensor’s insurance shall not contribute to such claim. The Licensee agrees and undertakes, at its own cost, to take all steps and do all things, including taking legal action, as are necessary to obtain full indemnification under the Licensee’s insurance policies.
14.3 The Licensee must insure all the Materials to their full replacement value, including re-shoot
costs, against any loss and/or damage however caused. The Licensee is advised to make a duplicate master of the Materials (e.g. interpositive or sub master video/audio tape).
14.4 No Representation of Coverage Adequacy
By requiring the insurance as set out in this agreement the Licensor, and its associated and affiliated companies, their officers, directors, members, partners and employees, do not represent that the coverage and limits will necessarily be adequate to protect the Licensee, and such coverage and limits shall not be deemed as a limitation on the Licensee’s liability under the indemnities provided in this Agreement.
15 Exclusion/limitation of liability of The Licensor
15.1 The Location and Facilities are provided by The Licensor at the risk of the Licensee in all respects and The Licensor shall not be liable or responsible in any way whatsoever to the Licensee or any of its Staff, agents servants or invitees for any Loss howsoever arising save only and to the extent that the same relate to death or personal injury by reason of negligence or reckless conduct on the part of the Licensor its parent company, subsidiaries, directors servants, agents or employees. In particular but without limiting the foregoing the Licensor shall not be liable or responsible for:
15.1.1 the Licensor being in any way prevented or hindered from carrying out its
obligations hereunder by reason of war or warlike operations political disturbance parliamentary or other legislation insurrections civil commotions riots strikes lockouts labour disputes shortage of labour tempest explosion malicious damage burst pipes flood impact aircraft subsidence or fire or by reason of any other cause of whatever nature beyond the control of the Licensor.
15.1.2 Any breakdown stoppage or failure of any of the Location and/or Facilities or
services or materials. 15.1.3 Any negligence or misconduct of the Licensor or any negligence or misconduct of
any of its Staff if under the Licensee’s control and/or acting in accordance with the Licensee’s instructions.
15.2 Subject to clause 15.4, The Licensor’s aggregate liability (whether such liability arises in contract, tort (including negligence) or otherwise) to the Licensee for Loss arising out of, or in connection with, this Agreement caused or contributed by The Licensor shall not in any circumstances exceed, in aggregate, an amount equal to sums paid by the Licensee to The Licensor in respect of the Fees.
15.3 Notwithstanding any other provision of this Agreement, but subject always to clause 15.4, The
Licensor shall not under any circumstances be liable to the Licensee (whether such liability arises in contract, tort (including negligence) or otherwise) for:
15.3.1 loss of profit, loss of or damage to data, loss of revenue, loss of anticipated savings
or interest, loss of or damage to reputation or goodwill, loss of business and/or contract or any indirect, special or consequential damages, loss, costs, claims or expenses of any kind, in each case whatsoever and howsoever caused, including, without limitation, by breach of contract, breach of statutory duty or negligence;
15.3.2 any Loss to the extent that it results from any failure or delay by the Licensee (or
any of its Staff) to perform any of its obligations under the Agreement; and/or 15.3.3 any Loss unless the circumstance giving rise to such Loss is notified to The Licensor
by the Licensee within seven days of the date upon which the Licensee became aware of such circumstance (or the date upon which it ought reasonably to have
become so aware) and The Licensor fails to remedy the same within 30 days of such notification.
15.4 Notwithstanding any other provision of this Agreement, nothing in this Agreement shall exclude
or restrict The Licensor’s liability for fraud or death or personal injury resulting from its own negligence or recklessness (or the negligence or recklessness of its Staff) or any other liability which may not by law be excluded or restricted.
15.5 The Licensee shall indemnify and keep indemnified The Licensor against any Loss suffered or
incurred by The Licensor arising out of or in connection with the acts or omissions of any of The Licensor Staff under the sole control of the Licensee and/or acting on the Licensee’s express instructions.
15.6 The Licensor shall not be liable to the Licensee for any loss or damage to any image, sound,
picture, music, work or any other intangible property recorded on, or incorporated into, or in any other way relating to, the Materials. The Licensor’s liability for loss or damage to the Materials shall be limited to the replacement costs of the tangible property.
16 Force Majeure
16.1 The Licensor shall not be liable to the Licensee for any delay in performing, or for any failure to perform, its obligations under this Agreement if, and to the extent that, such delay and/or failure resulted from any event or circumstance beyond The Licensor’s reasonable control, including (without limitation) fire, flood, act of God, explosion, war, revolution, insurrection, riot or civil commotion, national or local emergency, act of terrorism, strike, lock-out or other form of industrial dispute, any difficulty in obtaining raw materials, labour, fuel or parts of machinery; any power failure or breakdown in machinery or any breakdown, stoppage or failure of lighting, heating or ventilation at the Location (a ‘Force Majeure Event’).
16.2 If The Licensor shall be affected by a Force Majeure Event, it shall notify the Licensee as soon as
reasonably practicable of the nature and extent thereof and, if the Force Majeure Event in question prevails for a continuous period in excess of 14 days, either party shall be entitled to give notice to the other to terminate this Agreement, but without prejudice to the rights and remedies of either party in respect of any antecedent breach.
16.3 The Licensor reserves the right to cancel this Agreement at any time before the commencement
of the Term in the event that The Licensor is affected by a Force Majeure Event, in which circumstances The Licensor shall return to the Licensee any monies then paid by the Licensee and The Licensor shall have no further liability to the Licensee under this Agreement.
17 Term and termination
17.1 This Agreement shall commence on the date of this Agreement and, unless and until terminated in accordance with its terms, shall continue in full force and effect for the Term and any extension thereto as may be agreed between the parties.
17.2 The Licensor may terminate this Agreement forthwith on giving written notice to the Licensee in
the event of: 17.2.1 Subject to clause 17.2.3, the Licensee defaulting in payment of the Fees or any
Additional Charges or other sums due to The Licensor; 17.2.2 the Licensee ceasing to carry on business, being unable to pay its debts, being
subject to an administration order, receivership, winding up, bankruptcy or moratorium provisions; or
17.2.3 any breach by the Licensee or any of its Staff of any provision of this Agreement
which, if capable of being remedied, shall not have been remedied within 14 days of notice from The Licensor to the Licensee identifying such breach and requiring it to be remedied. If there remains less than 14 days before completion of the Term at the time of the breach, then the period available to remedy such breach shall be two days.
17.3 On termination of this Agreement for whatever reason:
17.3.1 Subject to clause 17.2.3, the Licensee shall ensure that all Materials (including construction and other materials) are immediately removed from the Premises of The Licensor, failing which The Licensor shall have the right to remove and store such items at the Licensee’s risk and expense or retain, destroy, sell or otherwise dispose of the same without any liability to the Licensee; and
17.3.2 unless otherwise agreed in writing by The Licensor, the Location shall, at the
Licensee’s expense, be reinstated to the same state and condition (including colour) as at the commencement of the Term, reasonable wear and tear excepted.
17.4 Until such time as the Location has been vacated and reinstated to the same state and condition
as at the commencement of the Term, the Licensee shall be deemed to be making additional use of the Location and/or the Facilities and shall be liable to pay additional hire charges on a daily basis at the Current Rates.
18 Assignment/sub-contracting
18.1 The Licensor shall be entitled to sub-contract or otherwise delegate any of its obligations under this Agreement provided always that the Licensor shall remain liable for its obligations under this Agreement.
18.2 The Licensor shall be entitled to transfer its rights and its obligations under this Agreement to
any one or more persons and the Licensee hereby consents to any such assignment as may be notified to it by The Licensor. Upon any such assignment, references to The Licensor in this Agreement, except where the context otherwise requires, shall be deemed to be references to the person or persons to whom The Licensor has transferred its rights and obligations.
18.2.1 The Licensee shall be entitled to assign its obligations under this Agreement, subject always to:
18.2.2 the Licensee remaining fully and solely liable for any and all such obligations; and
18.2.3 the Licensee informing the Licensor of any such assignment.
19 Confidentiality
19.1 The provisions of this Agreement are strictly confidential and shall not be disclosed to any other person (without the other party’s prior written consent), save that either party may disclose the same to its own Staff under conditions of confidentiality (and then only to the extent required for the proper performance of this Agreement) or to the extent required by the general law, any regulatory requirement or regulatory authority.
19.2 The Licensee understands that other clients of The Licensor may be operating at the Premises of
The Licensor during the Production Term and that the activities of such clients are confidential. The Licensee indemnifies The Licensor and/or The Licensor’s Staff against, and holds them harmless from, all direct or indirect Loss which The Licensor or its Staff may suffer or incur (including consequential loss, loss of profit, loss of rent, loss of revenue, loss of reputation and all interest, penalties and legal and other professional costs and expenses) by reason of the Licensee’s or the Licensee’s Staff bringing information concerning any third party operating at the Premises of The Licensor into the public domain.
19.3 The Licensor understands that the activities and Materials of the Licensee are confidential, The
Licensor shall use its reasonable endeavours to keep them confidential, but shall not otherwise owe the Licensee any duty of confidentiality in relation to the same.
20 Miscellaneous
20.1 In the event of any inconsistency between any special conditions detailed in Schedule 1 to this
Agreement, and the standard terms and conditions of Licensor hire as set out in this Schedule 2 or Schedule 3, the special conditions shall prevail.
20.2 The terms of this Agreement, and any other documents referred to in this Agreement represent
the entire agreement made between the parties and supersede all prior representations, agreements, arrangements and understandings between the parties (whether written or oral) relating to the subject matter of this Agreement.
20.3 No variation of this Agreement shall be binding on the parties unless made in writing, signed by
or on behalf of a duly authorised representative of each of the parties and expressed to be such a variation.
20.4 If any provision of this Agreement (or any part thereof) shall be found by any court or
administrative body of competent jurisdiction to be unenforceable, invalid or illegal, it shall be severed from this Agreement and shall not affect the enforceability of the remainder of this Agreement, unless:
20.4.1 either party can demonstrate that it would not have entered in to this Agreement
without the inclusion of that term; or
20.4.2 the exclusion of the term fundamentally alters the balance of the rights and obligations of the parties.
20.5 In the circumstances referred to in clause 20.4, the parties agree that they shall enter into
negotiations in good faith to agree a substitute clause which achieves so far as possible the objectives and effect of the unenforceable, invalid or illegal provision.
20.6 No failure or delay by any party in exercising any remedy, right, power or privilege under, or in
relation to, this Agreement shall operate as a waiver of the same. 20.7 No single or partial exercise of any remedy, right, power or privilege by any party under or in
relation to this Agreement shall preclude any other or further exercise thereof or the exercise of any other such remedy, right, power or privilege.
20.8 This Agreement shall be subject to the laws of Canada and the parties agree to submit to the
non-exclusive jurisdiction of the courts of Canada over any claim or matter arising out of, or in connection with, this Agreement.
20.9 Nothing in this Agreement shall constitute or be deemed to constitute a partnership or joint
venture or the relationship of employer and employee between the parties, nor appoint either party as the agent of the other party for any purpose.
20.10 Licensor and Licensee acknowledge and agree that this Agreement is a license only, not a lease,
and no interest in land is hereby granted by Licensor to Licensee. This document may not be registered on title to the Licensor’s property, and any attempt by the Licensee to register this License on title will be a default under this Agreement.
21 Notices
21.1 Any notice, consent, request, demand, approval or other communication to be given under, or in connection with, this Agreement (a ‘Notice’) must be in English, in writing and signed by or on behalf of the party giving it. All Notices shall be delivered by hand or sent by pre-paid first class post or pre-paid international airmail to the Licensee at its registered office and to The Licensor at its registered office (or such other address as either party may notify to the other in accordance with this clause 21).
21.2 Notices delivered by hand shall be deemed served upon delivery, Notices sent by pre-paid first
class post shall be deemed served on the second Business Day following the day of posting and Notices sent by pre-paid international airmail shall be deemed served on the fifth Business Day following the day of posting.
21.3 In proving such service, it shall be sufficient to prove that delivery by hand was made or that the
envelope containing the Notice was properly addressed and delivered into the custody of the postal authorities as a pre-paid first class or prepaid international airmail letter (as the case may be).
Schedule 3
Studio Lot Rules and Regulations
1. General Rules 1.1. The Licensee shall conduct itself, and cause its agents, employees and invitees to conduct themselves,
with full regard to these rules and regulations. 1.2. The Licensee shall conduct itself with full regard to the rights, convenience and welfare of all other
licensees on the lot. This includes co-operation while working in the same vicinity as other licensees, and observing and reasonably accommodating the red lights and shooting schedules of other licensees. The Licensee, if advised by Licensor, shall cease construction, disruptive noise or any other activity that may interfere with another licensee’s shooting schedule and discontinue such activities until advised by Licensor that it may again proceed.
1.3. Animals are only permitted on the premises subject to relevant legislation and with the written permission of PTS Management. Animals must be kept under strict supervision, exercised only on a lead, and owners are responsible for cleaning up after their animals. Under no circumstances are animals allowed into any area where food is prepared or consumed. Licensee will adhere to all regulations and control guidelines regarding dangerous and venomous animals.
1.4. Inappropriate behaviour such as aggressive, abusive, or threatening acts, sexual misconduct, drunkenness, using, selling or dispensing illegal drugs or controlled substances, destructive behaviour, possession of weapons or flagrant disregard of the Rules and Regulations will be cause for expulsion from the property. Licensees are responsible to ensure that their employees adhere to this policy. See www.pinewoodtorontostudios.com for our detailed Anti-Harassment Policy Document.
1.5. The Licensee shall not use or permit the use of portable generators or portable air conditioning systems. 1.6. Smoking is strictly prohibited by municipal by-law in ALL buildings, including film stages and shops. 1.7. No person is permitted to canvas door-to-door on the lot for the purpose of selling products or services. 1.8. No person is permitted to use the premises for habitation. 1.9. No person is permitted to enter the premises of other licensees without specific permission except for PTS
Staff 1.10. No person is permitted in electrical or mechanical rooms, studio maintenance areas, studio storage areas,
rooftops or vacant premises without specific PTS Management approval. 1.11. Common areas such as corridors, stairways, building entrances, sidewalks, etc. are not to be used for
storage, extras holding, food service, garbage disposal or other uses that obstruct the area or contravene fire regulations.
1.12. Do not use toilets, sinks and floor-drains to dispose paint, plaster, floor sweepings, rags, ashes or sanitary products.
1.13. Do not erect signs except in the provided sign holders without the specific approval of PTS Management. 1.14. The Licensee shall provide the Licensor with a tentative schedule of start dates and duration for
construction, rigging, photography and strike. During production, the Licensee shall provide the Licensor with ‘one-liners’ and daily call sheets, provided that inadvertent failure to provide such one-liners and call sheets shall not constitute a material breach of this Agreement.
1.15. Unless absolutely necessary keep doors and windows closed. 1.16. No alterations to the premises are permitted. All furniture, fixtures and fittings provided is the property
of PTS and must not be removed from the premises. Any damage to buildings, fixtures, furniture or fittings should be reported to the PTS Management as soon as it occurs. PTS may charge clients and contractors for damage other than ‘fair wear and tear.
1.17. For the protection of productions, photography of any kind around PTS is prohibited without the written authorization of the PTS Management.
1.18. For their own safety, children under the age of 16 years shall be permitted into PTS only under the supervision of a PTS employee or Licensee which shall in all cases be solely responsible for the safety and security of such children.
1.19. The Licensee at its own expense must procure all permissions, licenses, waivers, registrations, and approvals necessary for its desired activities.
2. Internet Usage
2.1. Licensees must use the internet services provided at PTS in accordance with the law. Licensees are responsible to ensure that their employees use the Internet Services lawfully. Licensees will not use or permit the services to be used: a) for fraudulent or unauthorized purpose, b) for the transmission of any material which is defamatory, offensive, threatening or abusive or of an obscene or menacing character or otherwise unreasonable, c) in a manner that constitutes a violation or infringement of the rights of any person, firm or company. For our complete internet use policy please see www.pinewoodtorontostudios.com.
3. Parking 3.1. All vehicles entering the lot must have either: (i) a PTS parking permit, (ii) a production vehicle
identification card, or (iii) a valid parking pass. 3.2. All vehicles must be parked in their designated areas or assigned spaces. Any vehicle parked in an
unauthorised location may be towed off site without further warning. Parking privileges for a particular vehicle will be revoked after two citations for parking violations.
3.3. Vehicle parking is prohibited in driveways, parking lot aisles, fire routes, designated loading areas, handicapped spaces (except with a valid permit) and on sidewalks.
3.4. PTS is not responsible for damage or theft of vehicles or their contents. For security reasons, report all incidents involving vehicles, including accidents and theft, to PTS Security.
3.5. Licensees are required to contact the management office to arrange for all production vehicles, including cube vans, picture cars and limousines, to be on the lot.
3.6. Bookings for crew and unit parking must be made 3 days in advance. 3.7. Car or truck washing is not permitted on the lot.
4. Operation of Motor Vehicles Onsite 4.1. The speed limit of 10kph which applies throughout the studio must be obeyed at all times. 4.2. The Studios’ traffic signs and road markings must be obeyed by drivers, cyclists and pedestrians. 4.3. All drivers of vehicles entering PTS must have a valid driver’s license and insurance and must display a
valid pass in the windshield of their vehicle.
5. Site Access and Security 5.1. The lot is patrolled at all times. Contact PTS Security through the management office or after hours at
416-707-4323. Please report suspicious activity. 5.2. Access Cards and internal office keys are issued for production offices and film stages. Licensees will be
charged for changing locks and security card replacement unless all keys and access cards are returned. 5.3. Stages can be put on “hot lock” at the Licensee’s request. 5.4. Star trailers and ‘honeywagons’ shall not have sewage pumped out while on site without specific
management approval. Pump outs must be done outside working hours. 5.5. Unit parking and power must be prearranged prior to arrival on site and licensees are responsible for the
cost of unit parking and power. 5.6. Only visitors authorized by PTS Management or Licensees shall be permitted to enter the studios and
must be issued with a visitor pass. To avoid delay, the studio reception must be informed of any visitors details in advance of their arrival by calling extension 2018.
5.7. Licensees must ensure that all their employees and contractors carry a valid form of identification for security purposes.
6. Cleaning and Garbage Removal 6.1. PTS is endeavouring to create and maintain a green environmentally friendly environment. Recyclable
material both green and blue bin items will be picked up on site. For a list of items that can be recycled and which bin should be used for these items see www.pinewoodtorontostudios.com
6.2. PTS staff will collect and remove normal office waste, recycling and kitchen garbage. Licensees are responsible for removing excessive craft services garbage.
6.3. Catering services are not permitted on carpeted surfaces in the production offices. Licensees are responsible for clean up of any catered events.
6.4. Exceptional waste such as removal of boxes and packing material, large volumes of paper or documents, film or tape disposal, etc. must be arranged through PTS Management. Charges will apply.
6.5. Construction waste and film set demolition waste must be arranged and removed at the Licensee’s expense. No waste from the stages is permitted in PTS bins unless prior arrangements have been made. Charges will apply
6.6. Licensees are responsible for cleaning lunchrooms after each meal. Garbage from catering must be removed off site at the Licensee’s expense.
7. General Rules Regarding Stage Use 7.1. Stages and carpentry shops are turned over to licensees in broom-swept condition, free of excess dust on
fixtures and high areas and are to be returned in the same condition. 7.2. PTS Management will inspect offices, stages and carpentry shops with a Licensee representative at the
beginning of a Term. Upon strike, a similar inspection will take place. Licensees are responsible for all damage.
7.3. Maximum loads on stage floors is 250 lbs per sf and 30lbs per sf on beams. Contact PTS Management when any set, prop or vehicle exceeds this capacity. Any damage as a result of exceeding these maximum loads will be the responsibility of the Licensee.
7.4. No alterations to the stages, shops or surrounding areas shall be made without the explicit written approval of PTS Management. All restoration work, including floor repairs will be at the Licensee’s expense.
7.5. In order to protect the acoustic integrity of the sound stage, nothing shall be leaned against or attached to stage walls.
7.6. Respect the bells and lights of other productions by avoiding excess noise while sound is rolling. During times that noise is created by construction activity, keep all stage and shop doors closed.
8. Use of Paints 8.1. Use only non-toxic water-based paints. Notify PTS Management for permission to use any volatile paints,
finishes, paint removers, solvents or glues. 8.2. Store all paints in proper containers. 8.3. Clean excess paint from tools before washing. Licensee is responsible for the off site disposal of surplus
paint. Do not wash paint down the drains. 8.4. Painting of concrete stage floors is permitted. PTS Management must be notified in advance and charges
will be as described in the rate card. 8.5. Protect all stage property from paint spills or over-painting. Use drop sheets or paper to protect floors.
Licensees will be charged for paint damage and/or removal. 8.6. Spray painting is permitted only in Mill Shops and only when the immediate work area is tented to avoid
air-borne paint from settling on stage surfaces and/or being drawn into the HVAC system. 8.7. Do not paint outside of stages or workshops without the explicit approval of PTS Management.
9. Fire safety and Pyrotechnics
9.1. The Licensee shall obtain any necessary regulatory approval and permits for welding, pyrotechnics, open flames and flammable materials. Only properly licensed persons shall oversee, transport, or use pyrotechnics. The Licensee shall not store dangerous materials in or about the Premises or conduct any activities that will impair, invalidate or increase the cost of the premium for insurance policies held by the Licensor. All firearms and pyrotechnics shall be properly secured by the Licensee at the end of each shooting day. The Licensee shall not light fires or discharge firearms, smoke effects or pyrotechnics without first: (i) obtaining consent from the Licensor, (ii) obtaining all necessary permits, and (iii) employing any necessary fire-fighting professionals. The Licensee shall pay the Licensor’s fees to disengage and restore sprinkler systems, smoke and/or heat detectors, or other detection systems as may be necessary, and the cost of the Licensor’s consultants, if required, to review and consent to the Licensee’s pyrotechnic plans. The Licensee hereby specifically indemnifies and holds harmless the Licensor from and against any and all liability, causes of action, damages, costs or expenses, including legal fees, arising out of or in any way connected with the use or possession by the Licensee of firearms, pyrotechnics or smoke effects on the property. If, by reason of the Licensee’s failure to comply with the provisions hereof the Licensor’s fire insurance premium is increased and the Licensor gives the Licensee notice of the same, the Licensee shall pay for such increase upon presentation of a bill or statement therefor.
9.2. All stages are equipped with fire fighting equipment. All large stages have sprinkler systems. Do not paint hose cabinets, fire extinguishers or hydrants. Ensure that all life-safety equipment is visible and accessible at all times.
9.3. Maintain the 4-ft. fire lanes (minimum 7-ft. high) around the perimeter of the stage. Keep fire exits clear at all times.
9.4. Contact PTS Management at least 10 days in advance to discuss pyrotechnic and other special effects. PTS requires detailed information on the use of flammable liquids, gases, explosive devices, or chemicals. A safety plan is required to outline personnel, timing, safety precautions and emergency procedures. Additional insurance coverage may be required.
9.5. The transport, handling, storage and use of all pyrotechnic materials, flammable gases or liquids must be managed by qualified personnel and meet with all applicable provincial and municipal laws. Explosives and firearms shall not be brought onto the property without proof of necessary licences. All explosives and firearms must be properly secured at the end of each day.
9.6. Charges will apply when smoke alarms and/or sprinkler systems are disengaged for special effects. The Licensee must provide 24-hr. supervision by qualified and equipped fire fighters when alarms or sprinkler systems are by-passed.
Schedule 4 Current Studio Rate Card
SOUND STAGES
*119’ x 88’ x 35 (less 472’ for w/c, doorways)
OFFICE SPACE
Building 2; North Wing
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Suite 101 or 102 Wardrobe 1,800 per suite $1,580
Suite 103 Wardrobe 2,300 $1,990
Suite 104 Wardrobe 800 $715
Suite 201, 301 or 401 Production Office 4,200 $3,775
Suite 202, 302 or 402 Art Department 2,100 $1,890
Suite 203, 303 or 403 Executive Suite 2,200 $1,990
Building 2; West Wing
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Suite 200 Production Office 3,600 $2,400
Suite 204 Small Production Office 1,400 $1,275
Suite 304 or 404 Production Office 4,100 $3,670
Suite 205, 305 or 405 Art Department 2,200 $1,890
Suite 206 or 306 Executive Suite 2,300 $2,190
Suite 406 Executive Suite w/balcony 2,300 $2,295
Building 8
Suite Number Suite Description Rentable Area (SF) Weekly Rates
Multipurpose A Multipurpose 2,300 $1685
Multipurpose B Multipurpose 1,300 $900
Stage Number Size A/C/ Tons Rentable Area (SF) Weekly Rate
Stage 1 80' x 150' x 40' 26 12,000 $17,300
Stage 2 100' x 150' x 40'
30 15,000 $21,600
Stage 3 100' x 150' x 40' 30 15,000 $21,600
Stage 4 (Mega) 180' x 256' x 60'
124 45,900 $47,800
Stage 7 100' x 180' x 40'
40 18,000 $23,900
Stage 8 100' x 180' x 40'
40 18,000 $23,900
Stage 9 129' x 77.5’ x 40'
20 10,000 $15,600
Stage 10 *119’ x 88’ x 35 40 10,500 $10,500
Stage 11 *119’ x 88’ x 35 40 10,500 $10,500
Stage 12 *119’ x 88’ x 35 40 10,500 $10,500
Studio54 120’ x 270’ x 32’
n/a 32,000 $17,400
Jumbo Stage 200’ x 200’ x 50’
n/a 40,000 $31,200
Multipurpose A/B Multipurpose 3,600 $2500
SHORT-TERM ROOMS
Meeting Rooms Hourly Rate Half Day
Rate Full Day
Rate Full
WeekRate
Meeting Room 3A (small room) $20.00 n/a $140 n/a
Meeting Room 3B (large room) $30.00 n/a $210 n/a
Meeting Room 3A/B (open as one room) $40.00 n/a $280 n/a
Meeting Room 4A (small exec room) $25.00 n/a $175 n/a
Meeting Room 4B (large exec room) $35.00 n/a $245 n/a
Dressing, Hair & Make-up Rooms - Building 2 Small dressing room n/a $60 $100 $300
Large dressing room with 3-pc bathroom n/a $100 $175 $525
Hair & Make-up Room n/a $150 $250 $750
Green Room n/a $100 $175 $525
Kraft Room (without stage rental) n/a $60 $100 $300
Stage Office (without stage rental) n/a $60 $100 $300
Dressing, Hair & Make-up Rooms - Building 7 Small dressing room n/a $60 $100 $300
Hair & Make-up Room n/a $125 $200 $600
Stage Office n/a $150 $250 $750
Kitchen n/a $125 $200 $600
Meeting Halls, Lunchrooms Meeting Hall A/B for lunchroom n/a n/a $350 n/a
Vacant stage, shop or wardrobe used for Lunchroom n/a n/a $350 n/a
Special Short-term Uses Stage for Camera Tests / Publicity / EPK n/a n/a $1500 n/a
Holding area n/a n/a $350 n/a
Onsite Location Shoot – Exterior n/a n/a $1,500 n/a
Onsite Location Shoot – Interior n/a n/a $2,500 n/a
MILL SHOPS/LOCKUPS
Description Rentable Area (SF) Weekly Rates
Mill Shop 1, 2, 3 or 4 5,000 $3,370
Lock-up 1 or 2 550 $410
Lock up 3 or 4 120 $155
SECURITY & ACCESS CONTROL
Description One-time Set- Up
Charge
Photo ID, card access & keys for production personnel $300 for up to 80 persons
Building Access Cards for designated personnel Included per issued card
Replacement photo identification $15 per ID Replacement building access card $50 per card (includes programming) Reprogramming to change, add or delete access card included per occasion Keys issued for private offices or padlocks Included per key issued (max 3 per door) Charge for lost key $10 per key
WATER COOLER/FILTER & COFFEE SERVICE
Description Consumption Charge Daily Rate Weekly Rate
Water Cooler/Filter Rental n/c $10 $30
Keurig Coffee maker; auto water supply Buy direct from supplier n/c n/c
Keurig Coffee maker; manual water supply Buy direct from supplier n/c n/c
LavAzza Espresso / Cappuccino maker Buy direct from supplier n/c n/c
TELECOM & DATA
Basic Phone One-time Set-Up Charge
Weekly System Access
Charges
Per hand-set / Data-port Combo (1.5 mb service to suite) $75 per set $20/set
Additional Voicemail (over & above Coordinator’s) $25 $7/set
Fax Line $75 $20/line
Extension Naming $100 50 extensions
Addition DID numbers $75 $20
Long Distance Rates for Canada & US (call for other rates) n/a 10¢/minute Canada& US. n/a
Data Packages
Data Packages: 6 mb up & down, per suite Included 6mb up & down, per suite Included
Data Packages1: >6 mb up & down, per suite Call for Quote >6mb up & down, per suite Call for Quote
Data Package: 10Mb to racked servers n/a $150
Wireless $125 $12.50
Rack Space n/a $1000/month
IT Support n/a $200/h
1 Call for data packages greater than 6mb. Data can be assigned to specific ports – call for quote.
Description Daily Rate Wkly Rate
4 mnth min Consumption Charge per Copy
(free paper)
Production Combo - 5687 Exec and 4127 Prod and 7328 Art Dept n/a $350 $0.04 B&W / $0.40 colour
Production Combo - 5687 Exec or 4127 Prod and 7328 Art Dept n/a $300 $0.04 B&W / $0.40 colour
Model 5687 or 4127 - Copier / scanner / fax $120 $245 $0.04 B&W
Model 7328 - B&W + colour / scanner / fax $85 $175 $0.04 B&W / $0.40 colour
CHARGES FOR STUDIO PERSONNEL
Description Minimum Hourly Rate
OT Rates
Cleaner or general labourer, 4-hr minimum per call $25/hr Mon-Fri; 9am-6pm $37.50/hr
Security Officer, 4-hr minimum per call $25/hr First 8-hr of shift $36/hr
RATE CARD: PARKING AND OTHER CHARGES
Description Rates
Crew Parking 24- hr day $300 Up to 75 passenger
vehicles
Picture cars, other stored passenger vehicles, small trailers n/a Call for Rate
Unit parking (non-shoot days) $150/day n/a
Bypassing of sprinkler alarm system (fire watch excluded) $350 Per occasion, by-pass &
reinstate
Draining of stage sprinkler system n/a Call for rate
Fire hydrant hook-up n/a Call for rate
Water for Winnebago fill-up $25 Per vehicle/fill
Floor paint removal Quoted per job. Call for rate
Tentest (for drywall areas in suites only) $20 per sheet $25 labour per hr, 1 hour
minimum
POWER, HEATING & AIR CONDITIONING SYSTEMS
Description Utility Consumption Charge
Heating Systems 70¢/m3 for gas
110V House Power : Stages and Mill Shops 40¢/KwH for power
Air Conditioning Systems 40¢/KwH for power