HomeMy WebLinkAboutC-4961-1A - Master Agreement for Film Activity AuthorizationMASTER AGREEMENT FOR FILM ACTIVITY AUTHORIZATION
BETWEEN THE CITY OF NEWPORT BEACH AND
VISIT NEWPORT BEACH INC.
This Master Agreement for Film Activity Authorization ("Agreement") is made and
entered into as of this 4th day of November, 2025 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and VISIT NEWPORT BEACH INC., a California nonprofit corporation ("VNB"), whose
address is 1600 Newport Center Drive, Suite 120, Newport Beach, CA 92660, and is
made with reference to the following:
RECITALS
A. City is authorized to regulate film activity within its jurisdiction and to allow such
activity on property owned or controlled by City on the terms and conditions set
forth herein.
B. VNB and City executed Agreement No. C-4961-1 for the purpose of funding
marketing efforts and promoting tourism in Newport Beach.
C. VNB desires to conduct film activities to produce high -quality visual content that
showcases the City's unique destinations, lifestyle, and businesses to boost
overnight tourism ("Film Activity(ies)"), generating economic impact.
D. Subject to the terms and conditions of this Agreement, City is willing to allow VNB
to conduct its Film Activities within the City under the standard terms and
conditions described here and consistent with applicable law
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date and shall run
concurrently with Agreement No. C-4961-1, unless terminated earlier as set forth in
Section 26.1 of that agreement.
2. FILM ACTIVITIES
2.1 At least forty-five (45) days, or as soon as practicable but in no event less
than twenty (20) days, VNB shall submit an application to the City with a full description
of each Film Activity requested as provided in Exhibit A attached hereto and incorporated
herein by reference. The application must be completed on the form provided by the City
(consistent with the requirements outlined in Exhibit A), which the City may amend from
time to time at its discretion.
2.2 The City and VNB shall work collaboratively to develop specific, tailored
filming conditions for each production ("Special Conditions"). The Special Conditions will
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be designed to efficiently mitigate potential impacts on public safety, traffic flow, and
resident activity while respecting the creative needs of the filming project. The City retains
sole and final decision -making authority regarding the Special Conditions. The Special
Conditions must be executed in writing by both Parties prior to the Filming Activity and
shall constitute a material term of this Agreement.
2.3 The Parties agree that VNB's Film Activities are subject to review for their
potential impact on public resources and access upon VNB's submission of a film
application ("Large Impact Event"). VNB acknowledges that the scope of a Large Impact
Event is contingent upon a variety of factors, including but not limited to:
• Production Size: The total number of staff, crew, and principal actors involved. A
large production size alone does not indicate a large impact event. Factors such
as location, maximum capacity, and venue size are also critical to the assessment.
For example, Film Activity with a production size of 45 will not be considered a
Large Impact Event if filming in open space with minimal impact on public access.
• Logistical Requirements: The quantity and size of vehicles, equipment, and
required staging areas. This includes large commercial trucks, craft services
trailers, specialty -built staging and/or structures over 15'.
• Duration and Location: The length of time and the specific public spaces utilized
for the Film Activity. Filming scheduled during peak civic usage periods (e.g.,
weekends, holidays, or designated summer/winter event seasons) inherently
poses a greater potential for disruption and conflict with public activity and will thus
weigh more heavily toward classification as a Large Impact Event.
• Public Access Impact: The degree of necessary traffic control, road closures,
pedestrian rerouting, or restricted access to public facilities (e.g., parks, municipal
buildings).
3. FILM CONDITIONS
VNB shall ensure all Film Activities conducted within the City are governed by the
terms of this Agreement and must fully comply with the following conditions:
3.1 The General Conditions detailed in Exhibit B, which are attached and
incorporated herein by reference.
3.2 Special Conditions set forth by the City for each individual Film Activity (e.g.,
location -specific restrictions, time limitations, or unique safety requirements), which may
be amended from time to time as the City's discretion.
3.3 VNB agrees to pay the City the Film Production Application fee for each
application for Film Activities. The current fee for FY 25/26 is $333. In addition, VNB shall
pay City a review fee per each filming date in the amount of $57 for up to seven (7) days
of consecutive shooting. These fees will be the amount listed in the City's Schedule of
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Rents, Fines, and Fees in effect at the time of application and are subject to an annual
CPI increase.
3.4 VNB agrees to reimburse the City for all staff time incurred in connection
with filming activities, including but not limited to services provided by Police, Fire,
Lifeguard, Public Works, Recreation, or other City personnel. Such reimbursement shall
include time spent on site, as well as any coordination, inspection, monitoring, or
administrative support directly related to the permitted activity. Prior to approval of each
Film Activity, the City will provide advance written notice to VNB on the anticipated costs
for VNB's approval, and all applicable costs will be billed to VNB in accordance with the
City's adopted fee schedule.
4. COMPLIANCE WITH ALL LAWS
VNB shall, at its own cost and expense, comply, and shall cause all persons
operating under this Agreement who are not VNB's employees to comply, with all
applicable federal, state, and local laws, regulations, ordinances, and rules, including
workplace safety regulations and workers' compensation requirements, and all applicable
regulatory, environmental, safety, and other standards of care in carrying out VNB's Film
Activities.
5. INDEMNIFICATION
5.1 To the fullest extent permitted by law, VNB shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers and
employees (collectively, the "Indemnified Parties") from and against any and all claims
(including, without limitation, claims for bodily injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments,
fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys'
fees, disbursements and court costs) of every kind and nature whatsoever (individually,
a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or
indirectly) to any breach of the terms and conditions of this Agreement, any work
performed or services provided, including but not limited to filming activities under this
Agreement (including the negligent, reckless, and/or willful acts, errors and/or omissions
of VNB, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable, or any or all of them).
5.2 Notwithstanding the foregoing, nothing herein shall be construed to require
VNB to indemnify the Indemnified Parties from any Claim arising from the sole negligence
or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be
construed as authorizing any award of attorneys' fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless
of whether any insurance policies are applicable. The policy limits do not act as a limitation
upon the amount of indemnification to be provided by VNB.
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6. INSURANCE
6.1 Without limiting VNB's indemnification of City, and prior to commencement
of any filming activities pursuant to this Agreement, VNB shall obtain, provide and
maintain at its own expense during the term of this Agreement, policies of insurance to
cover its activities under this Agreement consistent with the policy limits described in
Section 14 of Agreement No.C-4961-1.
6.2 VNB shall require and verify that all subcontractors maintain insurance
meeting all the requirements stated in Section 6(A).
7. AUTHORITY TO REVOKE/CANCEL
In the event the City determines that VNB's Film Activities are being conducted or
to be conducted under this Agreement endanger the health or safety of any person, are
likely to or will cause immediate damage to real or personal property, or are not being
conducted in accordance with these terms and conditions, the City will first work
collaboratively with VNB to try to address and mitigate the identified health and safety
concerns to allow the Film Activity to continue. If mitigation efforts are unsuccessful or the
threat is immediate and cannot be resolved, the City, in its sole and absolute discretion,
may suspend, revoke, or cancel the Film Activity. Revocation or cancellation shall be
considered a last option by the City.
8. LIMITATION OF LIABILITY
VNB acknowledges that City would not enter this Agreement if it were to be liable
for damages (including, but not limited to, actual damages, economic damages,
consequential damages, lost profits, loss of rents or other revenues, loss of business
opportunity, loss of goodwill or loss of use) under, or relating to, this Agreement or any of
the matters referred to in this Agreement, including, without limitation, matters arising from
or relating to the issuance, suspension, revocation, cancellation, or amendment of this
Agreement, or the carrying out (or attempted carrying out) of the Film Activities.
Accordingly, VNB covenants and agrees on behalf of itself and its successors and
assigns, not to sue the City of Newport Beach for damages (including, but not limited to,
actual damages, economic damages, consequential damages, lost profits, loss of rents
or other revenues, loss of business opportunity, loss of goodwill or loss of use) or
monetary relief for any breach of this Agreement by City or for any dispute, controversy,
or issue between City and VNB arising out of or connected with this Agreement or any of
the matters referred to in this Lease, or any future amendments or enactments thereto,
the parties agreeing that declaratory relief, injunctive relief, mandate and specific
performance shall be VNB's sole and exclusive judicial remedies.
9. STANDARD PROVISIONS
9.1 Recitals. City and VNB acknowledge that the above Recitals are true and
correct and are hereby incorporated by reference into this Agreement.
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9.2 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
9.3 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
9.4 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
9.5 Amendments. This Agreement may be modified or amended only by a
written document executed by both VNB and City and approved as to form by the City
Attorney.
9.6 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
9.7 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
9.8 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
9.9 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: I
By: r
A on C. Harp
City Attorney " `A '�
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ATTEST: p
Date: / / 11 �eR02A�
By:
Lena Shumway
City Clerk
CITY OF NEWPORT BEACH,
a Californi mun% %pal corporation
Date: 1 t � t $ �?ib�
By: A---L, ���
ac . Leung
anager
CONSULTANT: Visit Newport Beach Inc.,
a California nonprofit corporation
Date:
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Attachments: Exhibit A — Description of Film Activities
Exhibit B — General Conditions
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EXHIBIT A
DESCRIPTION OF FILM ACTIVITIES
A. Film Details shall include, but are not limited, to the following:
1. Production title
2. Location manager
a. Primary phone number
b. Email address
3. Location address
4. Location type
5. Film dates
a. State date/time
b. End date/time
6. Equipment on location
7. Detailed description of filming activities
8. Personnel on location
a. Total crew
b. Total cast
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EXHIBIT B
GENERAL CONDITIONS
1. The conduct of the Film Activity will not unduly interfere with traffic or pedestrian
movement or tend to interfere with or endanger the public peace or rights of
nearby residents to the quiet, peaceable and unmolested enjoyment of their
property, or otherwise be detrimental to public peace, health, safety or general
welfare.
2. The conduct of such activity will not unduly interfere with normal governmental or
City operations, threaten to result in damage or detriment to public property, or
result in the City incurring costs or expenditures in either money or personnel not
reimbursed in advance by the applicant.
3. The conduct of such activity will not constitute a fire hazard, and all proper safety
precautions will be taken.
4. The conduct of such activity will not require the diversion of so great number of
police officers of the City to properly police the area of such activity as to interfere
with normal police protection.
5. VNB shall ensure that a dedicated Location Manager(s) is present on -site for the
entire duration of the permitted Film Activity. This individual(s) will be responsible
for managing and overseeing all activities and ensuring compliance with the
terms of this Agreement and the Special Conditions.
6. VNB shall utilize the same photographer, videographer, and drone operator with
valid and current insurance requirements for all Film Activities under this
Agreement. VNB will provide this vendor information and proof of insurance to
the City of Newport Beach to maintain on file, thereby standardizing the review
and permitting process.
7. VNB shall indemnify, defend and hold harmless City, its elected and appointed
officers, employees, agents, representatives, the City Council, boards and
commissions ("Indemnified Parties") with respect to any loss, liability, injury or
damage that arises out of, or is in any way related to, the acts or omissions of
VNB, his or her employees, representatives, officers and agents in the course of
VNB's event/activity; however, VNB shall not be required to indemnify City from
any claim arising from the sole negligence or willful misconduct of the
Indemnified Parties.
8. No person shall use or allow to be used the official seal of the City of Newport
Beach, or any cut, facsimile, or reproduction of said seal, or make or use any
design which is an imitation of said seal or of the design thereof, or which may be
mistaken for the seal of this City or the design thereof, for malicious or
commercial purposes, or for any purpose other than for City purposes of any
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officer, board or department thereof, without the express consent of the City of
Newport Beach.
9. Production is permitted to shoot only at the location(s) listed on the Special
Conditions for each Film Activity location. No other production or filming has been
approved by the Finance Department.
10. Production may not film on any private property without consent of the owner.
11. Production does not have any exclusive use of any of the above locations,
including streets, alleys, beach or ocean. All locations will remain open to the
public at all times.
12. Production may not possess or consume alcohol, and smoking is prohibited
within City parks and beaches.
13. Production may not interfere with the public peaceful enjoyment of the public and
or surrounding neighborhoods.
14. Production is not permitted to shoot within any City parks without a permit issued
by Newport Beach Recreation and Senior Services.
15.Traffic and Parking
a. VNB shall provide transportation to and from shoots from its primary office
or prearranged private location. If VNB is unable to meet this requirement
and will have an impact on parking on public streets, lots or other City -
managed areas it must be approved in advance by the City and shown on
a site plan.
b. VNB must comply with all posted parking regulations and any additional
instructions provided by the City.
c. Parking in public spaces requires payment for each occupied space. For
example, if an RV occupies four metered spaces, payment is required for
all four spaces.
d. If parking spaces or street areas need to be reserved or restricted, the
permittee must contact the City in advance to allow for the required 48-
hour public posting period and payment of all applicable fees and permits.
e. Unauthorized blocking of driveways, sidewalks, fire hydrants, or public
access points is strictly prohibited.
f. All production related vehicles must park in designated areas only and
may not interfere with public access or emergency routes.
16. Production all vehicles including but not limited to large vehicles and or cube
trucks must abide by all parking signs and may not impede any streets or
sidewalks. All vehicles must be parked legally and all parking fees must be paid.
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For any vehicles that have not been approved through a Temporary Street
Closure permit parking is on a first come first served basis.
17. Production must not block storefronts, streets, driveways, pier, access,
emergency access or business locations with any production equipment or crew.
18. Production shall conduct operations in an orderly fashion with continuous
attention to the storage of equipment not in use. The area used shall be cleaned
of trash and debris upon completion of shooting and restored to the original
condition before leaving the site.
19. Production is to follow all lawful orders from Fire, Lifeguards, Police Department
and any other City representatives.
20. Production must have permission from the property manager and or
Homeowners Association if any production occurs within these types of housing
or location areas. Production must abide by all conditions set forth by the
property manager and or Homeowners Association.
21.All Equipment Parked on Private Property: All vehicles must be parked on private
property. No cast or crew parking on area streets. Must Maintain 5' Clearance on
Sidewalks/Walkways. Must maintain local/emergency access. No camera,
equipment, or film activity in street.
22. Production must have a printed copy or copies of the special conditions on
location and available for review by the public and City representatives.=
23.The consumption of alcoholic beverages and the use of drugs, including
marijuana, on location by any cast, crew, or invited guests is strictly prohibited.
Alcoholic beverages are permitted as long as consumption complies with all
applicable local, state, and federal laws.
24. FAA (Airplanes/Helicopters/other aircraft): Aviation activity must conform to
accepted FAA plan of activities. Aviation activity will be conducted within normal
FAA established guidelines. Helicopter activity at a minimum of 500ft distance
from any structure, vehicle, vessel or person. Helicopter landings within 1000 ft of
a school (K-12, public or private) require Helicopter Landing Authorization (HLA)
through CalTrans HLA Coordinator, Dan Gargas, at 916. 654.522 or email
dan.gargas(a�dot.ca.gov.
25. FAA (UAS): Failure to adhere to any applicable limitations of UAS usage will
result in immediate shutdown of UAS activity. UAS may not be operated directly
over any person, unless authorized by FAA. UAS must be operated at an altitude
of no more than 400' above ground level.). UAS Operator must conform with all
FAA Regulations. UAS operations may not be conducted during night (1/2 hour
prior to sunrise, 1/2 hour after sunset) unless the following conditions are met:
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Pilot's license or knowledge test must be issued on or after April 21, 2021 and
UAS must have lighted anti -collision lighting visible for at least three (3) statute
miles that has a flash rate sufficient to avoid a collision.
26. FAA NOTIFICATION (all aircraft): Company must notify LASD AERO BUREAU at
least 1/2 hour prior to activity, aerosgtnotification@lasd.org 562,421.2701. LASD
AERO BUREAU has been notified of aerial activity.
27. Newport Beach: No stopping or setting up in residential areas before 7:00 AM or
after 9:00 PM without prior approval.
28. No interference with vehicular or pedestrian traffic.
29. No stopping and setting up in residential areas before 7:00 AM or after 9:00 PM
without prior approval.
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