Extraordinary Indiana/Com Rel/90,000/License Agreement . � Nib
EXTRAORDINARY INDIANA'M �'J`
Television Program Limited Use License Agreement �_` +.e,
Associated Images Moving Picture Production Company LLC ("Associated Images" and "We," "Our" or
"Us"), PO Box 90214, Indianapolis, IN 46290 and The'City of Carmel, Indiana ("The City," and "You" or
"Your"), One Civic Square, Carmel, Indiana 46032, enter into this Television Program Limited Use
License Agreement("Agreement") as of the date of last execution below.
WHEREAS, Associated Images is the producer of the EXTRAORDINARY INDIANA"' television series
("Series"), which Series is in the nature of a news/educational program and/or documentary, featuring
Indiana communities and their respective local businesses, and
WHEREAS Associated Images desires to produce one or more Episodes of the Series in Carmel,
Indiana, consisting of three or more Segments, each (collectively referred to as "The Program"), and to
grant the City a limited, non-exclusive license to use the Program in accordance with this Agreement
("Use License"); and
WHEREAS, The City desires Associated Images to produce such Episode(s) and Segments, and to
obtain a non-exclusive License to use the Episode and Segments.
Therefore, the Parties mutually agree and covenant as follows.
1. Production Responsibilities. The Parties agree and acknowledge that Associated Images, in
accordance with national Public Broadcasting System ("PBS") Production Guidelines, with the
participation, cooperation and assistance from the City as stated herein, has sole, ultimate responsibility
and authority for developing the final production and release of the Episodes, including but not limited to
the final edit of all script and video content. Towards that end, the Parties FURTHER agree and
acknowledge that:
a. Episode/Segments. Each Episode shall be approximately 26:00 minutes in length
(excluding Station Breaks). Each Episode shall consist of several "Segments": one Community
Overview Segment (of approximately 1:00 to 5:00 minutes in length), between one and three
Business Profile Segments (of approximately 17:00— 20:00 minutes total length), and one Wrap-
up Segment (of approximately :90 seconds in length). We will also produce appropriate television
promos for the Program.
b. City Input. Associated Images will work with the City and selected business and civic
leaders to determine those businesses that meet Our criteria for the Series, for profiling in the
Episodes.
c. Recommended Businesses. In determining Our preferences for which businesses will
be the focus of the Episode about Your community, We consider the following characteristics:
1) An established business in Your community;
2) A generational business in Your community (owned by more than one generation of
a family);
3) A Young entrepreneurial start-up business in Your community; and
4) A woman-owned or minority owned business in Your community.
The businesses You suggest for profiling should collectively reflect all or as many of these
characteristics as possible.
d. Editorial Discretion Lies Solely with Associated Images. You agree and
acknowledge that We reserve the right to accept or reject any specifically suggested business for
profiling in the Episode(s), based on Our sole judgment and discretion, taking into consideration
the stated purpose of the Series, the newsworthiness and educational value of the business and
other editorial issues that We deem important or advisable, in Our sole discretion. We will not
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select more than three such businesses for any one Episode, and We retain sole editorial
discretion as to the number of business Segments (up to a maximum of three) that We will
include in an Episode. In addition, We reserve all editorial control over the content and
presentation of all Episodes and Segments, as well as to the naming or title of the Series.
e. Scout Days. The Parties agree and acknowledge that "Scout Days" are important
(necessary and required) preliminary visits to Your community and the recommended featured
business(es) and locales by Our writer and director (prior to shooting or filming) for the purpose of
viewing the locale and interviewing the principals of the business as well as appropriate civic
leaders, in order to establish concepts and visual emphases.
1) Prior to the Scout Day(s), You agree to confirm that all suggested businesses have
agreed and desire to participate in the production of the Episode, in the event that they are
chosen by Us for profiling in a given Segment of the Episode.
2) All businesses ultimately selected for profiling in the Episode will be required to
execute waivers and releases that We shall provide.
3) You agree to arrange Our visit(s) to each business prior to the Scout Day(s), and to
coordinate and facilitate Our visits on the Scout Day(s).
4) Associated Images' writer(s) will write scripts based on the Scout Day interviews.
f. No Commercial Advertising. You agree and acknowledge that all Segments of the
Episode may be used in a bona fide newscast, and that therefore any advertising copy that may
be supplied or offered to Us by You or the business(es) to be profiled will only be used by Us as
background information.
g. Scripts. We will provide You with preliminary (draft) scripts for the Episode, which You
agree to review for factual accuracy. Once You have reviewed the scripts for accuracy and
returned them to Us, We will disseminate the scripts to the representatives of the selected
profiled businesses/individuals for use in the Programs.
h. Shoot Days. "Shoot Days" are those days when Associated Images will have its camera
and related production crew and staff on location at the businesses to be profiled, for the purpose
of shooting the footage necessary for us to edit down to the final Episode ultimately to be aired.
1) You agree and acknowledge that We expect to work for approximately 8 hours per
day, portal to portal, on a standard Shoot Day, and
2) You further agree to facilitate and arrange the cooperation of the profiled business
owners and/or managers toward that end.
i. Associated Images will originate the Episode on professional, broadcast-quality video
equipment and supply the distributing television stations with the appropriate format for each of
their broadcast systems.
j. Waivers and Releases. Associated Images will provide release forms for signature by
anyone whose voice, image, or still-photos may appear in any Episode. These forms will
indemnify and release both You and Associated Images from any and all claims for damages
and/or compensation, and will authorize Us and You to use their images in the Programs and in
all promos for the Programs. Parent/Guardian signatures will be required for any and all minors
who may appear on any Program. Location release forms also must be signed before we shoot
in any location. Property release forms must be signed for items photographed within a location.
k. Broadcast Dates and Times. To the extent that we are able, Associated Images will furnish
You with television station and cable television outlets' scheduled broadcast air dates and times
for the Episode. You understand that independent stations' scheduling is beyond our control and
subject to change without notice.
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I. Underwriting of Production Costs. The City acknowledges and agrees that at this time, the
actual cost to produce this Episode of EXTRAORDINARY INDIANA is approximately
$45,000.00 or an approximate average of $9,000.00 per Segment for a five Segment Episode,
which production costs are the sole responsibility of Associated Images.
1) The City further understands that Associated Images typically funds production costs
through personal and corporate contributions and sales of advertising to third-party underwriters
who are in turn given credit during the airing of each Episode. The Parties acknowledge that
the City has requested Associated Images to forgo and refrain from soliciting and/or accepting
any and all third-party underwriting of its production costs for purposes of this Agreement.
2) As consideration for the City's request that Associated Images forgo obtaining any and all
third-party underwriting for the Episodes to be produced pursuant to this Agreement, the city
has offered to purchase a limited, nonexclusive Use License for the sum and under the terms
and conditions stated herein, for each Episode and Segment produced pursuant to this
Agreement.
3) Accordingly, and for the mutual covenants contained herein and in reliance upon the
City's promise to purchase a limited, nonexclusive Use License for each Episode and Segment
We produce pursuant to this Agreement, Associated Images has agreed to forgo obtaining any
and all third-party underwriting of its production costs related to the Episodes and Segments
produced hereunder. The Parties further understand that it is vital to protect the work and
investments of time and money made by the City, Associated Images and the profiled
businesses and individuals in the course of production, so that the Episode remains viable for
the full five- year period.
2. The City of Carmel's Responsibilities. In addition to any responsibilities stated above, You
also acknowledge and agree to the following duties and responsibilities in partial consideration for the
Use License to be granted You hereunder.
a. Production Facilitators. You will identify and provide one Primary Production Facilitator
and one Alternate Production Facilitator (in the event the Primary Facilitator is unavailable at any
given time) who shall be authorized by the City of Carmel to perform all of the duties and
responsibilities required hereunder.
1) The Production Facilitator will be Our primary point of contact throughout production and
post-production (as may be required) of the Episode.
2) In general, the Production Facilitator shall provide Us with information required for the
production of the Episode and to facilitate Our access to the locales and businesses (and
their principals) to be featured or profiled on the Episode.
3) Your Production Facilitator shall assist Us with scheduling the Scout Day(s) and the
Shoot Days and researching information needed for scriptwriting and the edit.
4) Your Production Facilitator shall also be made available to Us on all Scout Day(s) and
during the subsequent script-writing process, as well as during pre-production as We finalize
shooting and post-production schedules.
5) In addition, one of Your Facilitators shall also be made available to US on Shoot Days
and as may be needed for fact-checking during the final edit of the Program. On the Shoot
Days, at least one of the Facilitators needs to be on-site and available to work ahead of the
shooting crew, making sure that people and spaces are prepared as agreed, based on the
script and pre-determined shooting schedule.
6) We require at least ten (10) business days to compose scripts. Your Production
Facilitator must also provide Us with the information needed for scriptwriting not later than
five (5) business days into the scriptwriting period. Once We provide the script to Your
Production Facilitator for factual review (only), the Facilitator will review the scripts and return
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any suggested factual corrections to the script to Associated Images not later than three (3)
business days prior to the first Shoot Date.
7) Your Production Facilitator must also provide Us with the materials needed for Our edit,
including, but not necessarily limited to, still photos, other graphics (maps, plans, drawings,
etc.) and requested logos, by the end of the Shoot.
8) A Shooting Schedule will be developed by Us based on information given by the profiled
organizations and will be provided to Your Production Facilitator. The Shoot Schedule is strict
and can only be accomplished through precise timing. Associated Images will then contact
each person and organization selected to be profiled in the Episode prior to the Shoot Days
in order to ensure their availability and readiness for the Shoot.
9) In the event that any businesses are unprepared to participate in the Shoot as scheduled,
thereby causing delays, such venue may be cut from the Episode; Associated Images will not
be required or obligated to reschedule a missed or delayed Shoot that is not the result of Our
dereliction or failure.
10) You agree that Your Production Facilitator shall coordinate with Associated Images'
Instructional Designers in gathering information for educational materials about Your
community to be disseminated through the EXTRAORDINARY INDIANA website, and the
websites of other Endorsing Organizations (whom We will identify).
11) You have identified the following individuals as Your primary and alternate Production
Facilitators, and You agree that any change in these designations shall be provided to Us in
writing not less than 24 hours in advance of the effective date of the change:
Primary Production Facilitator:
Nancy Heck, (317) 431-5393 (cell), nheck @carmel.in.aov
Alternate Production Facilitator:
Melanie Lentz, (317) 460-3498 (cell), mlentz @carmel.in.gov
b. Materials to be Provided by the City. All graphic, audio and/or video elements You provide
to Associated Images must be on a CD, DVD, or sent to Associated Images electronically. All
materials for the edit need to be supplied to Us by the end of the shoot. Any delays in receipt of
these materials will mean that these elements may not be included in the Episode. Failure to
provide these materials in a timely manner may result in a significant delay in airing the Episode.
You acknowledge and agree that Associated Images shall not be required to return any such
materials to You or any third party.
c. Five Year Expected Life of Episode. You understand and agree that the Episodes are
intended by the Parties to be valid and remain suitable for airing for a period of up to five years
from the date of final production and airing. Therefore, it is extremely important to select the
businesses and individuals who will appear in the Episode with great care. The people and
businesses are profiled based on the integrity and excellence of their products, methods and
service to their communities, as well as upon their general good reputations within the City
community.
1) "Lapsed Segment." In the event that a profiled business fails or becomes inactive,
or should a business or prominent individual associated with a business become involved in
any situation that reasonably casts doubt about the integrity or excellence of their products,
methods or service to their communities, or in the event a profiled business or a prominent
individual
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associated with the business does any act or omission that reflects poorly upon the City or
the City community as a whole ("Lapsed Segment"), then the Segment will need to be re-
created and replaced if that Episode is to continue to be broadcast or otherwise used for the
balance of the expected five-year life of the Episode.
2) New Use License. The Parties agree and acknowledge that such "recreating" and
replacement of a Lapsed Segment as contemplated above shall constitute and result in a
new and separately copyrighted broadcast product and shall require a new Use License and
a new Use License fee to be paid by the City to Associated Images. This paragraph shall not
be construed to require the production or re-creation of a new segment, in which case no new
Use License shall be required to be purchased by the City.
3) Termination of Use License. Failure to recreate and replace a Lapsed Segment
will result in that Episode being pulled from broadcasting. In addition, Your License to use the
Segment that has Lapsed will terminate. In such an event, the City shall not be entitled to
any refund or rebate of any or all of the Use License fee paid pursuant to this Agreement. No
other adverse consequence shall accrue to the City or to Associated Images in the event a
Lapsed Segment is not recreated and replaced.
4) Termination of Broadcast and Use of Episode with Lapsed Segment. You
understand and agree that the broadcasting and/or other use of an Episode containing one or
more Lapsed Segments will cause harm to and damage Associated Images' reputation and
credibility with its distributors and the viewing public at-large.
(a) Therefore, a Lapsed Segment shall cause the immediate cessation of further
broadcasting or airing of the affected Episode until such time that the Lapsed Segment
has been recreated and replaced.
(b) In any event, it shall be the City's responsibility to immediately notify Associated
Images in the event it learns of an event that creates a Lapsed Segment. However, in
the event Associated Images becomes independently aware that a Segment has Lapsed,
and regardless of the City's failure to notify Us of the Lapsed Segment, Associated
Images will have the right to unilaterally pull the Episode from further broadcasting and
revoke the Use License granted for the Segment that has Lapsed under this Agreement
after providing reasonable written notice to the City of its intent to do so.
(c) In addition, in the event of a Lapsed Segment that is not recreated and/or
replaced, Associated Images will terminate access to the associated internet links to the
Lapsed Segments' businesses connected to our"YouTube" channel.
3. Limited, Nonexclusive Use License. In consideration for the Licensing Fee to be paid to
Associated Images as stated herein, Associated Images will grant You a non-exclusive, indefinite
License to use the Episode(s) and Segments contained in the Episode(s) ("Use License") in and
for Your own audio or video productions (including, but not limited to, internet videos, promotional
videos, computer multi-media presentations, animations, video games and trade shows), all
subject to the terms, conditions and limitations contained within this Agreement.
a. Vesting of Use License. You acknowledge and agree that regardless of the timing
of Your Use License Fee payment(s), that Your actual Use License shall not vest or be
transferred to You or otherwise become effective until Our production of the Episode has first
been completed and publicly aired or broadcast by Our television distribution partners.
b. Licensing Fee. You agree to pay Associated Images the sum of Twenty-five
Thousand Dollars ($25,000.00) for the initial License to use the first Episode produced by
Associated Images pursuant to this Agreement, which Use License shall include Your right to
also use the Segments produced for the Episode. You may pay this fee in three installments
according to the schedule below. The Use License Fee for a second and/or subsequent
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Episodes (and Segments) shall be determined as a matter of mutual negotiation prior to
commencement of Our production of such subsequent Episode(s), though such subsequent
production shall be otherwise governed by the terms and conditions of this Agreement unless
amended in writing and signed by the Parties.
1) Installments for Use License Fee Payment. The License Fee stated in Section
3.b. above shall be paid as follows: An initial installment of Eight-Thousand, Three-Hundred
and Thirty-three Dollars ($8,333.00) shall be due upon completion of the Scouting phase of
production. The second installment of Eight-Thousand, Three-Hundred and Thirty-three
Dollars ($8,333.00) shall be due upon completion of the Scripting phase of production. The
third and final installment of Eight-Thousand, Three-Hundred, and Thirty-four Dollars
($8,334.00) shall be due upon completion of the Shooting phase of production.
2) Use License Fee not for Products or Services. Although these installment
payments for the Use License are keyed to the time of various stages of production, the
Parties acknowledge and agree that the fee and all installments are not for products or
services rendered by Associated Images, but are solely for the Use License granted pursuant
to this Agreement.
3) Late Payment of Use License Fee Installment. In the event the City fails to make
one or more installment payments on time (within thirty-five (35) days of notice of payment
due), Associated Images, in its sole discretion, may suspend Our production of the
Episode(s) until the late installment has been paid.
4) Use License Fee Non-refundable in Event of Default. In the event the City
defaults under this Agreement and fails to make payment of one or more Use License Fee
installments, We may terminate Our production of the Episode and retain any installment paid
by the City to date as reliance damages for the unfulfilled purchase of the Use License. For
purposes of this provision only, an uncured late payment of an installment (defined as a
payment not made within thirty-five (35) days of notice of payment due) shall be deemed a
failure to pay and a default under the Agreement.
5) Use License Fee Refundable in Event Associated Images Fails to Complete
Production of Episode. In the event We should fail to complete the broadcast-ready
production of the Episode for reasons unrelated to the City's conduct or inaction related to
any performance under this Agreement, after the City has paid all or a portion of the Use
License Fee required under this Agreement, then the City shall be entitled to a full refund of
whatever Use License Fee it has paid.
c. Additional Terms and Conditions Under This Use License Agreement, You
further acknowledge and agree that this Television Program Limited Use License Agreement
shall be subject to the following additional terms and conditions:
1) Payment of Licensing Fees is a Condition to the License. You acknowledge and
agree that no rights are transferred to You, nor any use allowed by You under any Use
License, until You have paid to Associated Images all fee installments as agreed upon and
set forth above and until the production of any Episode (including all Segments therein)
produced pursuant to this Agreement has been completed and publicly aired or broadcast by
Our television distribution partners.
2) Use Only as Specifically Licensed. You agree that the entire Episode, Segments (and
all footage shot by Us during production) remain the property of Associated Images and/or
the copyright owner, and that You shall not acquire any title or ownership interest in or to any
Episode, Segment or footage, including without limitation any electronic or promotional right
or interest, and cannot make, authorize or permit any use of the Episode(s), Segments or
footage except as follows:
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(a) You may sub-license the Episode and/or Segments within the Episode to Venues
and Individuals profiled in the EXTRAORDINARY INDIANA Episode produced pursuant
to this Agreement, as well as to any civic or governmental agencies within Your
community or region, subject to the same terms and conditions contained in this
Agreement.
(b) You may sub-license the Episode(s) and/or Segments produced by Us pursuant to
this Agreement to Cable television outlets and lodging establishments in Your community
for use on their in-house television channels, subject to the same terms and conditions of
this Agreement.
(c) You may sub-license the Episode(s) and/or Segments produced by Us pursuant to
this Agreement to organizations in Your community for use by their Human Resource
departments in order to attract employees to Your community under the same terms and
conditions of this Agreement.
(d) However, and notwithstanding the above, neither You, nor Your sub-licensees, are
permitted to reproduce, re-edit, re-mix, re-sell, share, or otherwise transfer the
copyrighted materials that are the subject of this Use License, to any other individual,
production company or media outlet for use in producing other video (and/or audio)
programs or products without the express written permission of Associated Images.
(e) Associated Images shall retain all public broadcast rights to the Episode(s) and
Segments (and footage thereof). Neither You, nor Your sub-licensees, are permitted to
purchase commercial broadcast airtime to air the Episode(s) and/or Segments (or
footage thereof) produced by Us pursuant to this Agreement.
(f) Any use of the Episode and/or Segments by You other than the use described in this
Agreement is strictly prohibited.
3) Use License Not Assignable or Transferable. You acknowledge and agree that the
Use License conferred pursuant to this Agreement is not transferrable or assignable other
than as expressly provided herein pursuant to permitted sub-licenses.
d. Indemnification for Tortious Use of Footage. You agree to not use any Episode or
Segment, or excerpts of any Episode or Segment, in any manner that might reasonably be
considered defamatory or otherwise tortious, whether directly or in context of or in juxtaposition
with specific subject matter. You further agree not to use or permit the use of any Episode or
Segment, or excerpts of any Episode or Segment, in any way that knowingly violates the rights of
another. You agree to indemnify and hold Associated Images harmless from any and all claims,
damages, liabilities and/or lawsuits (including attorneys' fees) arising from, caused by, or related
to, directly or indirectly, any such defamatory, tortious or violative use of the Episode or Segment,
or excerpts of any Episode or Segment by You.
e. Copyright Notice. As a condition to granting You a Use License to any Episode and/or
Segment, and as a condition to Your use of excerpts of any Episode or Segment pursuant to
such License, You agree to provide copyright protection for Associated Images.
1) You shall ensure that Our Notice of Copyright Protection, which we will have embedded
upon and within the Episode(s) and all Segments within the Episode(s), is reflected and
included as part of any and all excerpts from the Episode and/or Segments that You may
choose to use in accordance with this Agreement. No right is granted to publish or use
Episode(s) and/or Segments (and/or excerpts of same) without including Our copyright
notice.
2) You acknowledge and agree that the publication or other use of any Episode or Segment,
or excerpts of any Episode or Segment, without including Our copyright notice, is a material
breach of this Agreement.
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f. Extraordinary Indiana" Website. With purchase of the Use License to be
conferred pursuant to this Agreement (and subsequent to the public airing or broadcast of the
Programs by our Television distribution partners), You and the profiled organizations shall be
granted permission to link Your (and their) websites to the EXTRAORDINARY INDIANA
website. Similarly, You acknowledge and agree that We may insert a link in Our website to the
City's website.
1) Subsequent to the public airing or broadcast of the Program by our television distribution
partners, the individual Segments produced pursuant to this Agreement will be posted on the
EXTRAORDINARY INDIANA website and on Our YouTube channel. After the initial public
broadcast of the Program, we strongly encourage You and the profiled organizations to link to
both Our website and YouTube channel in order to increase public dissemination of the
Segments featuring businesses within the City of Carmel.
2) Educators will also be able to access the EXTRAORDINARY INDIANA'Segments about
Your community on the first date that the Episode is posted to the EXTRAORDINARY
INDIANA website. Educators will also be able to access age appropriate Extended Learning
Resources.
g. Delivery of Copyrighted Broadcast Materials to the City of Carmel. Associated
Images will deliver one (1) DVD copy of the Episode (our copyrighted broadcast material) to You
within one month of the original air date of the Episode. You, in turn, shall provide us with written
notification of each and every third party to whom You intend to provide a copy of our copyrighted
broadcast material as sub-licensee, including the name of the third party (and/or its authorized
representative) and their contact information, including address and phone number.
4. Miscellaneous Provisions. This Agreement is further governed by the following provisions:
a. E-Verify Compliance. Associated Images represents and warrants that it has enrolled in the
E-Verify Program and complies with Ind. Code § 22-5-1.7 et seq. Documentation of Our
enrollment has been provided to You (or will be provided upon request). You represent and
warrant that the City of Carmel has also enrolled in and complies with the E-Verify program.
The Parties acknowledge and agree that they shall continue such participation and
compliance so long as the Program remains in force and effect within the State of Indiana.
b. Iran Certification. Pursuant to I.C. § 5-22-16.5, We certify that, in signing this document, we
do not engage in investment activities within the Country of Iran.
c. General Mutual Indemnification. Both Parties to this Agreement shall indemnify and hold
the other harmless, including their respective officers, officials, employees, contractors and/or
agents from all losses, liabilities, claims, judgments and liens, including but not limited to, all
damages, costs, expenses and attorneys' fees arising out of any intentional or negligent act
or omission by that (the indemnifying) party and/or any of its officers, officials, employees,
contractors and/or agents in the performance of this Agreement. This indemnification
obligation shall survive the termination of this Agreement.
d. Governing LawsNenue. This agreement shall be governed by the substantive and
procedural laws of the State of Indiana, as well as by all ordinances and codes of the City of
Carmel, Indiana. Venue of any judicial proceeding commenced to enforce or construe this
Agreement shall be exclusively within the courts of Hamilton County, and the Parties hereto
waive any right to a trial by jury.
e. Waiver of Provisions. Any waiver of any breach of this Agreement by either party shall not
be construed to create, imply or infer any subsequent or future waiver of any part of this
Agreement.
f. Authority. By their respective signatures below, the representatives of the Parties represent
and warrant that each is authorized to execute this Agreement and to bind their principals
accordingly.
Page 8 of 10
g. Equal Bargaining/Contract Construction. The Parties hereto acknowledge and agree that
each has had ample opportunity to consult with legal counsel and that neither Party has any
undue influence over the other. Accordingly, any construction or interpretation of this
Agreement by any court of competent jurisdiction shall not construe the Agreement in favor of
or against either Party as the drafter of the Agreement.
h. Headings for Convenience Only/Singular & Plural. All headings within this Agreement are
for convenience only and do not constitute substantive terms that determine, limit, expand or
otherwise alter the intent of the parties. Use of the plural or singular number shall be
construed interchangeably as the context may require.
i. Breach of Agreement. In the event of any breach of this Agreement by either Party, the
non-breaching party shall be entitled to recover its costs and reasonable expenses related to
the enforcement of the Agreement, including but not necessarily limited to the payment or
reimbursement of its reasonable attorneys' fees. For purpose of this provision, the Parties
distinguish between "non-breaching" and "prevailing" Parties, as may be defined by prevailing
Indiana law.
j. Entire Agreement. This Agreement supersedes any and all prior oral and/or written
agreements between the Parties regarding the subject matter of this Agreement. All prior
understandings between the Parties are conclusively presumed to have been merged and
integrated into this Agreement. This Agreement may be modified only by a written
amendment signed by both Parties.
END
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EXTRAORDINARY INDIANA
Television Program Limited Use License Agreement
[SIGNATURE PAGE]
ACCEPTED BY:
ASSOCIATED IMAGES MOVING PICTURE PRODUCTION COMPANY LLC
P.O. Box 90214
Indianapolis, IN 46290-0214
By: Marla M. Williams, its Sole Member Dat
THE CITY OF CARMEL, INDIANA
(I certify that I have the authority to enter into this Agreement by and for the City of Carmel and to commit
and au utthorize the foregoing financial commitments contained herein)
1 9-4 alJ2-&14CF
James Brainard Presiding Officer Date
hif /Mary An rke, Member ate /
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Lori S. Watson,lNlember Date '
ATTEST:
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Diana Cordray, 'MAC Elerk-Treasurer Date
Page 10 of 10
L,A L �y 011 t'armel CERTIFICATE NO.003120155 002 0
J PURCHASE ORDER NUMBER
FEDERAL EXCISE TAX EXEMPT 26845
35-60000972
ONE CIVIC SQUARE THIS NUMBER MUST APPEAR ON INVOICES,
CARMEL, INDIANA 46032-2584 VOUCHER. DELIVERY MEMO. PACKING SLI
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL- 1997 SHIPPING LABELS AND ANY CORRESPONDEN
1RCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
8/16/2013
Associated Images Moving Picture City of Carmel
VENDOR Production Company LLC SHIP Dept. of Community Services &
P. 0. Box 90214 TO Economic Development
Indianapolis , IN 46290 One Civic Square
Carmel , IN 46032
;ONFlamanON BLANKET CONTRACT PAYMENT TERMS FREIGHT
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
For professional services related to video production $90 ,000 . 0C
Savor Indiana $45 , 000 . 00
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PAYMENT
• NP VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O.
NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND
VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED.
SHIPPING INSTRUCTIONS • I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
•SHIP REPAID. THISy,H!..-.p11gR?t FICIENT TO PAY OR,THE ABOVE ORDER.
•C.O.D.SHIPMENTS CANNOT BE ACCEPTED. 4.OP.
•PURCHASE ORDER NUMBER MUST APPEAR ON ALL ORDERED BY r'�r
1 O
SHIPPING LABELS
ORDER .
•THIS RpEfl ISSUED IN COMPLIANCE WITH CHAPTER 99.ACTS 1945 TITLE ACA-----:-
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
DOCUMENT CONTROL NO. 2 6 8 4 5
CLERK-TREASURER
COPY
Pv