CERTIFICATE OF LIABILITY INSURANCE

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MISC EQUIP/PROPS SETS, WARD/3RD PARTY PROP DMG/VEH PHYS DMG

CA 6404746-01

10/23/2012

11/1/2011

THE WALT DISNEY COMPANY, ITS RELATED, AFFILIATED AND SUBSIDIARY COMPANIES AND THE OFFICERS, DIRECTORS, AGENT, EMPLOYEES AND ASSIGNS OF EACH ARE ADDED AS AN ADDITIONAL INSURED AND/OR LOSS PAYEE, AS APPLICABLE, BUT ONLY AS RESPECTS PREMISES/VEHICLES AND EQUIPMENT LEASED/RENTED BY THE NAMED INSURED IN CONNECTION WITH THE FILMING ACTIVITIES OF THE PRODUCTION ENTITLED “JUSTIFIED”. A WAIVER OF SUBROGATION IS PROVIDED IN FAVOR OF THE ADDITIONAL INSURED. THE ABOVE POLICIES ARE PRIMARY AND NON-CONTRIBUTORY.

11/1/2012 A- LOCKTON COMPANIES, INC.

1185 AVENUE OF THE AMERICAS, SUITE 2010.NY, NY. 10036 B- AON/ALBERT G. RUBEN & CO., INC.

10880 WILSHIRE BL., LOS ANGELES, CA 90024-4108

MPT 07109977 8/1/2012 8/1/2013 $1,000,000 LIMIT B

CU 6404747-01 11/1/2011 11/1/2012 WOODRIDGE PRODUCTIONS INC.

25135 ANZA DR., STAGE 6 SANTA CLARITA, CA. 91355

CLL 6404745-01 11/1/2011 11/1/2012 1,000,000 1,000,000 1,000,000 2,000,000 1,000,000 10,000 1,000,000 1,000,000 X X X X X X

GOLDEN OAK RANCH PROPERTIES 500 S. BUENA VISTA ST.

BURBANK, CA. 91521 A

A

FIREMAN’S FUND INSURANCE COMPANY TOKIO MARINE & NICHIDO FIRE INS. CO., LTD

100721

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

PRODUCER

INSURED

CONTACT NAME PHONE

(A/C, No, Ext): FAX(A/C, No): E-MAIL

ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: INSURER B: INSURER C: INSURER D: INSURER E: INSURER F: REVISION NUMBER: CERTIFICATE NUMBER: 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 SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR

LTR TYPE OF INSURANCE ADDLINSRSUBRW VD POLICY NUMBER (MM/DD/YYYY)POLICY EFF (MM/DD/YYYY)POLICY EXP LIMITS

EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG

COMBINED SINGLE LIMIT (Ea accident)

BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident)

EACH OCCURRENCE AGGREGATE

W C

STATU-TORY LIMITS OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ COMMERCIAL GENERAL LIABILITY

GENERAL LIABILITY

CLAIMS-MADE OCCUR

GEN’L AGGREGATE LIMIT APPLIES PER: LOC POLICY PRO-JECT

ANY AUTO

AUTOMOBILE LIABILITY

ALL OW NED SCHEDULED HIRED AUTOS NON-OW NED

EXCESS LIAB OCCUR CLAIMS-MADE DED RETENTION $ WORKERS COMPENSATION UMBRELLA LIAB Y / N N / A AND EMPLOYERS’ LIABILITY

ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

(Mandatory in NH)

If yes, describe under

DESCRIPTION OF OPERATIONS below

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required)

C ER T IFIC AT E HOLDER C ANC ELLAT ION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE

ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD

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Allen, Louise

From: Allen, Louise

Sent: Friday, November 08, 2013 11:51 AM

To: 'yvette yurcisin'

Subject: RE: Justified-"Disney Contract" shoots Thursday Nov 14

Do you have the signed Disney contract from last season (2012). It you recall, there was quite a “to do” to get it revised and I never received the signed copy tho the changes were approved and the cert was issued. Would like to have the signed copy in the file. Thanks, Louise Allen Risk Management T: (519) 273‐3678

From: yvette yurcisin [mailto:yvetteyurcisin@sbcglobal.net]

Sent: Thursday, October 31, 2013 7:44 PM

To: Barnes, Britianey; Herrera, Terri; Wasney, Cynthia; Coss, Renee; Allen, Louise; Luehrs, Dawn; Zechowy, Linda Cc: Jared Kurt

Subject: Justified-"Disney Contract" shoots Thursday Nov 14 HI all,

We are going back to Disney ranch this season. We have filmed there every season. We are going to be using several of there sets on November 14th, but we have not yet locked down all of them. I asked them to provide me with a blank contract to ensure that all is still approved and good with Sony. I will have them fill in the details once I know what they are exactly.

Please review and let me know if this contract is still good to go. Thanks, ,

Yvette

Begin forwarded message:

Yvette Yurcisin "Justified"

Key Asst. loc manager

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Allen, Louise

From: Barnes, Britianey

Sent: Tuesday, October 23, 2012 7:58 PM

To: yvette yurcisin; Allen, Louise; Zechowy, Linda; Coss, Renee; Luehrs, Dawn; Wasney, Cynthia

Subject: RE: Justified -Disney Contract final

Yvette – Attached is the requested certificate. Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

From: yvette yurcisin [mailto:yvetteyurcisin@sbcglobal.net] Sent: Tuesday, October 23, 2012 4:40 PM

To: Allen, Louise; Zechowy, Linda; Coss, Renee; Barnes, Britianey; Luehrs, Dawn; Wasney, Cynthia Subject: Justified -Disney Contract final

Hi,

Attached is the revised and final contract for Disney shoot on 10-31-12. We have to go to contract now as we challenged our dates and moved other film companies out of our time slot.

Please process insurance certs and send to me when you can.

Thank you, Yvette

Begin forwarded message:

From: "Rice, Alison J." <Alison.J.Rice@disney.com> Date: October 23, 2012 4:33:49 PM PDT

To: "yvetteyurcisin@sbcglobal.net" <yvetteyurcisin@sbcglobal.net> Cc: "O'Kray, Thamra" <Thamra.OKray@disney.com>

Subject: GOR CONTRACT

Hi Yvette,

Attached please find the contract for your shoot at The Golden Oak Ranch. Please sign and

fax/email back the signature page on or before 10/23/2012, with the original signature page due to us on or before 10/25/2012. We will need two checks, one in the amount of $21,500.00 (Location Fees) and the other in the amount of $5,000.00 (Security Deposit) on or before 10/25/2012. We will need a copy of your Certification of Insurance for $2 Million (Each Occurrence & General Aggregate) as well as Workers Compensation Insurance for $1 Million on or before 10/25/2012.

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operations of the Named Insured. Coverage is primary, not contributory and includes a waiver of subrogation.

Please note that Disney will not accept any changes to their contract. Please feel free to call if you have any questions or concerns.

Thanks! Ali Yvette Yurcisin "Justified"

Key Asst. loc manger

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LICENSE OF PREMISES FOR MOTION PICTURE USE

1. Grant of License. Subject to the terms hereof, GOLDEN OAK RANCH PROPERTIES, a California corporation (“Licensor”) hereby grants to WOODRIDGE PRODUCTIONS INC.

(“Licensee”) a license (this “License”) non-exclusively to enter upon and to use the area(s) denoted as “set(s)” below on the property commonly known as the Golden Oak Ranch, 19802 Placerita Canyon Road, Newhall, California 91321 (such areas, the “Premises”), during the Term (as defined below) for the purpose of erecting and maintaining temporary motion picture sets and structures; photographing the Premises, sets, and structures; and recording sound in connection therewith, for use in or in connection with the motion picture(s), commercial, or still shoot (collectively, the “Filming”), tentatively entitled “JUSTIFIED/104“. Notwithstanding the foregoing, Licensee acknowledges that its use of all or any portion of the sets designated in italics below is authorized by means of a sublicense granted by Touchstone Television

Productions, LLC, doing business as ABC Studios (“ABC Studios”), on behalf of which entity Licensor represents it is authorized to enter into and fully administer said sublicense on the same terms and conditions set forth herein for Licensee’s use of the sets directly licensed by Licensor.

2. License Fee. In consideration of this License, Licensee agrees to pay Licensor the following amounts, payable in advance, unless otherwise agreed and documented in writing:

DATE SET DAILY FEE TOTAL

PREP 10/29/2012 10/30/2012 Ranch Entry PeeWee’s Residential Street/House #2 Peewee’s $3,000.00 $ 500.00 $4,000.00 $ 500.00 $ 3,000.00 $ 500.00 $ 4,000.00 $ 500.00

SHOOT 10/31/2012 Residential Street/House #2

Peewee’s $8,000.00 $1,000.00 $ 8,000.00 $ 1,000.00 STRIKE / HOLD ADDITIONAL FEES 11/01/2012 Residential Street/House #2 Peewee’s $4,000.00 $ 500.00 $ 4,000.00 $ 500.00 TOTAL LOCATION FEES $21,500.00 SECURITY DEPOSIT $ 5,000.00 GRAND TOTAL DUE

(Licensor’s Federal I.D. #: 95-4705124)

Make Checks Payable to: Golden Oak Ranch Properties

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3. Term. The Term of this License is as follows: 10/29/2012 thru 11/01/2012. If the Term is designated above to end on completion of photography, then such photography and all activities of Licensee hereunder shall be completed no later than 11/01/2012.

Licensee has asked to use the Ranch during a period when other production crews, which committed to a booking at the Ranch before Licensee did, are present. As such, these other crews have priority over Licensee should any conflicts arise between the crews with respect to sight and/or sound impacts, traffic incursions, or other aspects of the Filming and

associated logistics. Licensee agrees to cooperate fully with Licensor in all aspects of accommodating this proximity between crews (including parking and placement of base camp), all of which will be determined at Licensor's sole discretion, with no associated liability therefore on Licensor's part to Licensee.

If Licensee desires to photograph retakes or added scenes, or Licensee’s filming has been postponed pursuant to Section 9 below, Licensee may reenter upon and use the Premises for such period as may be reasonably necessary commencing within 180 days after principal photography on the Premises is complete, in which case the above rental rate and other terms hereof shall apply but the date(s) for such use shall be subject to Licensor’s prior approval.

4. Condition of Premises. Licensee accepts the Premises, including the existing sets, in an as-is condition, and before making use thereof, Licensee agrees to inspect the same for safety and all purposes for which Licensee intends to use the same. Before this License

terminates or expires, Licensee shall, at its cost, remove any and all sets or other improvements placed on the Premises by Licensee or otherwise pursuant to this License, and clean the area used by Licensee and remove all materials and rubbish from the Premises and leave the

Premises in as good condition as existed upon the commencement of Licensee’s use hereunder, normal wear and tear excepted. It is agreed, however, that Licensee may leave on the Premises any set erected hereunder if Licensor consents to the same in writing and Licensee, in

consideration thereof, has executed and delivered to Licensor a bill of sale reasonably satisfactory to Licensor which covers the same.

5. Indemnification. Licensee agrees to indemnify Licensor, The Walt Disney Company, and its related, affiliated and subsidiary companies, and the officers, directors, agents, employees, shareholders, attorneys and assigns of such companies (collectively, the

“Indemnitees”), and to hold the Indemnitees harmless from, except to the extent caused by the gross negligence or willful misconduct of any such Indemnitee, any and all losses, claims,

demands, actions, causes of action, suits, judgments, fines, penalties, damages, costs and expenses (including, without limitation, reasonable outside attorneys’ fees) arising directly or indirectly from or out of any (a) injury to or death of persons (including Licensee’s officers, agent, employees, assignees, subcontractors, and representatives) arising out of or attributable to the use of the Premises under this License, (b) damage to property arising out of or

attributable to the use of the Premises under this License, or (c) breach of Licensee’s

representations or warranties, agreements or obligations as set forth in this License. Licensee shall not permit any person upon the Premises who is not an officer, agent, employee,

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scope of such person’s employment and under Licensee’s direction, it being understood and agreed, however, that Licensee shall bear no responsibility for people invited onto the Premises by any Indemnitee and unrelated to the Filming. If any suit, proceeding or demand should be brought at any time against any Indemnitee for the enforcement of any claim or liability against which Licensee agrees to hold any Indemnitee harmless in this License, Licensee shall defend such suit or proceeding and indemnify and hold harmless the Indemnitees from and against any and all costs and expenses thereof, including reasonable outside attorney’s fees, and shall promptly repay or cause to be paid and discharged any sum which any Indemnitee may pay as a result of any such suit, proceeding or demand. Licensee also agrees to pay Licensor all

expenses incurred by Licensor in protecting Licensor’s property from damage arising from Licensee’s use of the Premises, and to pay Licensor for any such damage. The parties agree that this License shall be interpreted liberally in favor of the Indemnitees to protect the Indemnitees from the acts and omissions of all persons in any way involved with, participating in, or

otherwise on the Premises in connection with, the Filming.

6. Rights to Work Product. Licensee shall have the right to photograph the Premises and to photograph scenes therein. Subject to the provisions of Section 14, all rights of every kind in and to all photography and sound recordings made hereunder shall be solely owned in

perpetuity by Licensee and its successors, it being agreed that Licensee shall own all rights of every kind and character in and to such photographs and recordings made by Licensee on the Premises, and may exploit the same throughout the universe in all media, now known or hereafter devised, in perpetuity. In addition, but subject to the provisions of Section 14, neither Licensor nor any tenant or other party now or hereafter having an interest in the Premises shall have any right of action, including without limitation any right to injunctive relief against Licensee, its successors and/or any other party arising out of any use or non-use of said photography and/or sound recordings.

7. No Alterations. Licensee shall not alter any existing structures or landscaping on the Premises (as distinguished from erecting temporary sets thereon) without Licensor’s prior consent. Licensee shall not cut, prune, trim or otherwise change or harm any tree or bush on the Premises, and shall specifically refrain from tying or attaching horse picket lines to trees or bushes, and from driving any nails or sharp objects into the trees. Additionally, no substance is to be sprayed or painted on the trees or bushes for producing special effects unless first

approved by Licensor. Licensee shall replace, at its cost, any tree or bush killed or severely damaged by Licensee.

8. Damage. Licensee shall pay Licensor, in advance, a cleaning deposit (the “Deposit”) in the amount stated in Section 2, to be used if damage occurs to Licensor’s property in

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exceed the amount of the Deposit, Licensee shall pay to Licensor the balance due within 15 business days after receiving Licensor’s demand therefor. If there is additional location rental money or any other sum due to Licensor over and above the amounts required to be paid to Licensor under this License, the Deposit shall be applied toward such outstanding amounts.

9. Right to Terminate. Licensor may terminate this License if Licensee breaches any of the terms of this License; provided, however, that Licensor shall first notify Licensee in writing of said breach, and shall permit Licensee a reasonable time within which to cure said breach, unless immediate action is required to avoid property damage or to remedy an unsafe condition. Notwithstanding the foregoing, Licensor may immediately terminate this License and remove Licensee and its property from the Premises, without prior written notice to Licensee, if Licensee uses the Premises for any immoral or unlawful purpose or in any way that creates a labor disturbance, including, without limitation, picketing by a labor union or any other group of any part of or immediately in the vicinity of the Premises. Should it be necessary for Licensor to engage attorneys to enforce its rights hereunder, Licensee shall pay the costs and expenses of such enforcement, including reasonable outside attorney’s fees. If the Filming involves the flying and landing of aircraft (including, without limitation, helicopters) over or on the Premises, or any other potentially hazardous activity at the Premises, Licensor may

postpone the filming of scenes involving such activity if it concludes (in its sole discretion) that the then-current weather or other related conditions make such activity unacceptably

hazardous. In such cases, filming of the scenes in question shall be rescheduled in accordance with Section 3 above.

10. Relationship of Parties. This License does not convey a lease nor any type of real property interest, and the relationship between Licensor and Licensee created hereunder is solely that of licensor and licensee.

11. Compliance with Laws. Licensee shall observe and obey all applicable laws, all rules and regulations of Licensor for the use of the Premises, and all directions, warnings and statements on all signs placed on the Premises by Licensor, and shall obtain all necessary permits required from any governmental agency with respect to the Filming before

commencing the Filming (including, without limitation, all necessary film permits from the Los Angeles County Film Permit Office). In addition, Licensee must notify the Los Angeles County Fire Department (“LACFD”) before using the Premises. LACFD may require Licensee to have a Los Angeles County Fire Safety Officer, or a Los Angeles County Fire Safety Advisor present at the construction and/or shooting site. If LACFD does not require either of these be present, then Licensor may require a Fire Safety Advisor or Officer be present. Licensee shall take all necessary precautions to prevent fire on the Premises, as designated by LACFD. Any specific fire sequences must be approved by Licensor in advance and also cleared by LACFD. Nothing herein shall authorize Licensee to use the dwellings (or their accessory structures and

improvements) on the Premises without Licensor’s prior consent.

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and disposal of paints and other coatings, thinners, solvents, resins, aerosols, inks, and

adhesives (hereinafter, “Set Production Materials”), along with the use, cleanup, and disposal of equipment used to apply such materials, such as spray guns, brushes, and wipe cleaning rags, are specifically and strictly regulated by environmental laws. All hazardous wastes generated by Licensee are Licensee’s sole responsibility; Licensee must make its own arrangements for managing (i.e. handling, storing, removing, transporting and disposing of) any hazardous wastes generated by its activities. In addition, if Licensee generates any hazardous waste it must obtain a hazardous waste generator identification number from the California Environmental Protection Agency’s Department of Toxic Substances Control (“DTSC”). Identification numbers and information regarding identification numbers may be obtained by calling DTSC at 1-800-61-TOXICS. DTSC will issue a temporary identification number for 90 days, which may be extended for an additional 90 days, or a permanent identification number which may be deactivated once it is no longer needed.

13. Insurance. Before Licensee begins to use the Premises, Licensee shall pay the premiums for and obtain, and maintain at all times during the term, insurance in a form

acceptable to Licensor, and provide certificates or other evidence of such insurance to: Golden Oak Ranch Properties, Risk Management Department, 500 South Buena Vista Street, Burbank, CA 91521-7238, showing compliance with the following minimum insurance requirements:

a. Commercial general and excess/ umbrella liability insurance, (including broad form contractual coverage) and automobile and excess/umbrella liability insurance written on an “occurrence basis”, with minimum limits of $2,000,000 per occurrence, protecting Licensee, Licensor, The Walt Disney Company, its related, affiliated and subsidiary companies, and the officers, directors, agents, employees and assigns of each, from claims for personal injury (including bodily injury and death) and property damage that may arise from or in connection with the Filming or from or out of any act or omission of Licensee, its officers, directors, agents, assignees, subcontractors or employees.

b. Worker’s Compensation Insurance as required by applicable law and Employer’s Liability Insurance with minimum limits of $1,000,000 per occurrence. Evidence of these coverages may be supplied by Licensee’s payroll services company.

c. Personal property insurance providing “All Risk” coverage on a replacement cost basis for the appropriate limit to cover all of Licensee’s personal property, including without limitation owned or rented machinery, tools, equipment, furniture, fixtures, inventory and any other personal property of Licensee.

All insurance required above shall be: (a) written by companies of recognized financial ability and authorized to do business in the State of California; (b) primary and non-contributory with respect to insurance carried by Licensor (not applicable to worker’s compensation insurance); (c) written by companies with the BEST Guide rating of A- VIII or better. Certificates of

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subrogation with respect to the additional insureds; (d) should any of the above policies be cancelled before the expiration date thereof notice of cancellation will be provided in

accordance with policy provisions. If Licensee fails to obtain and / or maintain in full force and effect all required insurance policies, Licensor shall have the option to terminate this License immediately without further obligation to Licensee. Licensee shall fully and timely comply with all conditions imposed by the insurance policies and shall take no action that could in any way limit Licensor’s or any of the additional insured’s rights or coverage under said policies.

Licensee also shall require any of its suppliers, contractors, subcontractors or other such agents providing services or materials to Licensee at the Premises in connection with the Filming to maintain in full force and effect, at their respective sole expenses, the insurance coverages set forth in paragraphs 13a through 13c hereof. Licensee shall be prohibited from performing any scripted stunt activity, auto stunt activity, or any other activity not mentioned above, and from using any pyrotechnics or explosives, unless Licensee has first obtained specific insurance coverage with respect to said activity that meets the requirements of this Section. hereof.

14. No Use of Licensor Name. Licensee does not acquire any right under this License to use, and shall not use, Licensor’s name, the names “Golden Oak”, “ABC” or “Disney” (either alone or in conjunction with or as part of any other word or name), or any registered trademarks or service marks or any fanciful characters or designs or copyrighted material of Licensor or any Licensor affiliate; (i) in the Filming; (ii) in any advertising, publicity or promotion; (iii) to express or imply any endorsement by Licensor of any services or products of Licensee or any other person or entity; or (iv) in any other manner whatsoever (whether or not similar to the uses specifically prohibited above).

15. Wilderness Area. The Premises are located in a wilderness area, and portions of the Premises lie within a National Forest. As a wilderness area, the terrain of the Premises includes holes, rocks, hills, and hazardous vegetation, such as poison oak and sumac. In addition, wildlife such as rattlesnakes, bobcats, and mountain lions frequent the region in which the Premises are situated. Licensee expressly acknowledges and agrees on behalf of itself and its employees, agents and invitees that, with respect to this wildlife hazard, entry onto the Premises is solely at

Licensee’s and/or the entering party’s own risk, and that Licensor shall bear no responsibility whatsoever for any injury or damage to person or property of Licensee or that of its employees, agents or invitees caused by any wildlife that come onto the Premises, absent gross negligence or willful misconduct on the part of Licensor.

IN WITNESS WHEREOF, the parties hereto have executed this License as of ____________ ___, 20__.*

“Licensor”

Golden Oak Ranch Properties a California corporation

By:_______________________________

“Licensee”

Woodridge Productions Inc.

a ______________________________*

(State of Incorporation)

By:_______________________________*

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Print Name:________________________ Title:______________________________ Address: 19802 Placerita Canyon Rd.

Newhall, California 91321 Print Name:________________________* Title:______________________________* Address: __________________________* __________________________ *Required Field

Golden Oak Ranch Rules

- Rules, Procedures and Guidelines –

1. Production companies must be fully self- contained. No services are provided at the Ranch, i.e. rest rooms, electrical power, etc. FILM LA PERMIT REQUIRED.

2. The Ranch operating hours, excluding live shoot days, are from 6 AM to 6 PM (April through October) - 6 AM to 5 PM (November through March). The Ranch is closed on weekends. If an occasion arises when access to the Ranch is necessary other than these specified hours, the Ranch Manager* must be contacted in advance. Failure to do so will result in gate entry denial. This is done as a security measure. Licensor reserves the right to assign Ranch personnel to night shoots and weekend shoots at a cost to be determined by Licensor.

3. Delivery of equipment, trucks, sets, etc., may not precede the first contractual day. Any variation from this must be arranged, in advance with the Ranch Coordinator** or Ranch Manager.

4. Security Officers used in conjunction with production in any manner must be in

compliance with the California State Standards and possess required documentation on their person and display it when requested. Crew members may not be used as Security Officers.

5. All trash generated by production companies must be cleared away and lawfully removed from Ranch premises. The Ranch trash dumpsters are for Ranch use only. 6. The following items are not available for use:

a. Ranch livestock.

b. Ranch equipment and tools. c. Swimming pool.

7. All crew and/or personal vehicles must be parked in the “Crew Parking Area” only, unless prior arrangements have been made with the Ranch Manager.

8. Production vehicles are not allowed on the grass areas and must stay on maintained roads.

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10. No friends, family or personal pets (including dogs) are allowed on the Ranch, only those listed on the call sheet. There are no exceptions to this rule unless granted by Ranch management in advance of the shoot day(s).

11. Production use of livestock and/or exotic animals requires 24 hour notice to the Ranch Manager.

12. All persons associated with production are to stay in the area rented by the production company. Hiking, touring, foot traffic or sightseeing is prohibited. Production is

responsible for providing shuttle vehicles for the crew.

13. Sets do not always conform to general construction guidelines. Licensee is responsible for inspecting and determining if the set construction is suitable for the intended use. The Ranch does not maintain most sets and is not responsible for their condition. 14. Ranch telephone numbers are not to be used as contact numbers on call sheets;

production must provide their own contact telephone numbers.

15. Children are not allowed on the premises unless the child is a cast member with a work permit and accompanied by a welfare worker/teacher. Children under the age of eighteen (18) must be accompanied by an adult at all times.

16. Smoking is restricted based upon weather conditions.

17. Drinking of alcoholic beverages is prohibited on Ranch property.

18. The use of tumbleweeds, cattail, Oleanders, Pennisetum Grass, Bermuda grass or lily pads is not allowed on the ranch premises.

19. No chemicals of any kind may be added to the lakes or creeks. Any chemicals added to ranch foliage, must be approved in advance by Ranch Manager.

20. The Ranch’s oak trees are protected by state law and the ground beneath them is limited to foot traffic only. Nailing to or trimming of any of the Ranch trees is prohibited. Tying anything to the trees must be approved in advance by Ranch Manager.

21. Use of Ranch electricity or water is not allowed without prior approval of Ranch Manager. The Ranch water is not potable.

22. The Golden Oak Ranch is located in a wilderness area and portions lie within a National forest. As a wilderness area, the terrain of the Premises includes holes, rocks, hills, and hazardous vegetation, such as poison oak and sumac. In addition, wildlife such as rattlesnakes, bobcats, and mountain lions frequent the region in which the Premises are situated. Entry is at your own risk.

23. The Golden Oak Ranch recognizes a standard live action work day as 14 hours. Productions working in excess of a 14 hour period, but less than a 20 hour period will be charged incremental overtime rates. Productions combining prep or strike work with shoot work which exceeds a 20 hour period in any given day, or that rolls over to another day, will be charged a prep or strike day in addition to a shoot day. Productions shooting in excess of a 20 hour period, usually involving but not limited to first and second units, will be charged an additional shoot day. The Ranch must be notified in advance if extended hours are anticipated.

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*Ranch Manager – Steve Sligh (661) 259-8717

**Production Administrator – Thamra O’Kray (818) 612-9907

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Allen, Louise

Sent: Friday, October 19, 2012 5:32 PM

To: Wasney, Cynthia

Cc: Luehrs, Dawn; Allen, Louise; Zechowy, Linda

Subject: RE: Justified - Golden Oak Ranch

Thank you!! Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

From: Wasney, Cynthia

Sent: Friday, October 19, 2012 12:19 PM To: Barnes, Britianey

Cc: Luehrs, Dawn; Allen, Louise; Zechowy, Linda Subject: RE: Justified - Golden Oak Ranch

Excellent work! Victory over idiocy! You go, girl!

From: Barnes, Britianey

Sent: Friday, October 19, 2012 11:54 AM To: Sligh, Steve

Cc: Wasney, Cynthia; Luehrs, Dawn

Subject: RE: Justified - Golden Oak Ranch

That works out perfect. Thank you so much for your assistance with this matter. Can you please send the revised form and I will forward to production for signature.

Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

From: Sligh, Steve [mailto:Steve.Sligh@disney.com] Sent: Friday, October 19, 2012 11:51 AM

To: Barnes, Britianey

Sorry, very hectic right now. Here’s what they say:

· I am ok with the change to 13a although I really don’t think it is necessary but it is fine

· I am ok with the addition of the wording “(not applicable to workers’ compensation insurance)” · I am ok with the addition of the wording “under the above referenced liability policies” but we MUST have an addition to that sentence so that it is clear they are to provide us a waiver of

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Allen, Louise

Sent: Friday, October 19, 2012 7:02 PM

To: Allen, Louise

Cc: Zechowy, Linda; Luehrs, Dawn

Subject: FW: Justified - Golden Oak Ranch

Louise – fyi… Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

From: O'Kray, Thamra [mailto:Thamra.OKray@disney.com]

Cc: Sligh, Steve

I don’t think that is necessary to send to Yvette she already has it and as of today we do not know if they are going to be able to shoot here anyways. However we can keep this for future shoots.

Thamra O'Kray

Thamra O'Kray - Production Administrator - Golden Oak Ranch 19802 Placerita Canyon Road - Newhall, CA 91321

T:661.259.8717 - F:661.287.3362 - E:thamra.okray@disney.com

From: Barnes, Britianey [mailto:Britianey_Barnes@spe.sony.com]

Sent: Friday, October 19, 2012 1:47 PM To: O'Kray, Thamra

All of our requested changes are in this document but we (Risk Management) never received it. I will resend this Yvette and ask her to execute.

Thank you. Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

From: O'Kray, Thamra [mailto:Thamra.OKray@disney.com]

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This is the contract I sent to Yvette on Tue. 10/16 with the changes? I don’t see that there are any additional changed that needed to be made. Am I missing something?

Thamra O'Kray

Thamra O'Kray - Production Administrator - Golden Oak Ranch 19802 Placerita Canyon Road - Newhall, CA 91321

T:661.259.8717 - F:661.287.3362 - E:thamra.okray@disney.com

From: Sligh, Steve

Sent: Friday, October 19, 2012 11:58 AM To: O'Kray, Thamra

Subject: FW: Justified - Golden Oak Ranch

Follow the chain and contract accordingly…

Steve Sligh

Steve Sligh - Senior Manager - Golden Oak Ranch 19802 Placerita Canyon Road - Newhall, CA 91321 T: 661-259-8717 E: steve.sligh@disney.com

Cc: Wasney, Cynthia; Luehrs, Dawn

That works out perfect. Thank you so much for your assistance with this matter. Can you please send the revised form and I will forward to production for signature.

From: Sligh, Steve [mailto:Steve.Sligh@disney.com] Sent: Friday, October 19, 2012 11:51 AM

To: Barnes, Britianey

Sorry, very hectic right now. Here’s what they say:

· I am ok with the change to 13a although I really don’t think it is necessary but it is fine

· I am ok with the addition of the wording “(not applicable to workers’ compensation insurance)” · I am ok with the addition of the wording “under the above referenced liability policies” but we MUST have an addition to that sentence so that it is clear they are to provide us a waiver of

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Certificates of insurance shall be furnished to Licensor naming as additional insureds under the above-referenced liability policies, Licensor, The Walt Disney Company, its related, affiliated and subsidiary companies, and their respective directors, officers, employees, representatives and other agents, and ALL Policies required to be carried by Licensee shall contain a waiver of subrogation with respect to the additional insureds;

Steve Sligh

Steve Sligh - Senior Manager - Golden Oak Ranch 19802 Placerita Canyon Road - Newhall, CA 91321 T: 661-259-8717 E: steve.sligh@disney.com

Cc: Luehrs, Dawn; Wasney, Cynthia

Good morning Steve – I am following up on my email from yesterday. Please advise. Thank you. Britianey Barnes P. 310.244.4241 F. 310.244.6111 britianey_barnes@spe.sony.com

Sent: Thursday, October 18, 2012 2:51 PM To: 'steve.sligh@disney.com'

Cc: Luehrs, Dawn; Wasney, Cynthia Subject: Justified - Golden Oak Ranch

Hi Steve – Per our conversation, below are the revisions we are requesting:

13. Insurance. Before Licensee begins to use the Premises, Licensee shall pay the premiums for and obtain, and maintain at all times during the term, insurance in a form acceptable to Licensor, and provide certificates or other evidence of such insurance to: Golden Oak Ranch Properties, Risk Management Department, 500 South Buena Vista Street, Burbank, CA 91521-7238, showing compliance with the following minimum insurance requirements:

a. Commercial general and excess/ umbrella liability insurance, (including broad form contractual coverage) and automobile and excess/umbrella liability insurance written on an

“occurrence basis”, with minimum limits of $2,000,000 per occurrence, protecting Licensee, Licensor, The Walt Disney Company, its related, affiliated and subsidiary companies, and the officers, directors, agents, employees and assigns of each, from claims for personal injury (including bodily injury and death) and property damage that may arise from or in connection with the Filming or from or out of any act or omission of Licensee, its officers, directors, agents, assignees, subcontractors or

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All insurance required above shall be: (a) written by companies of recognized financial ability and authorized to do business in the State of California; (b) primary and non-contributory with respect to insurance carried by Licensor (not applicable to worker’s compensation insurance); (c) written by companies with the BEST Guide rating of A- VIII or better. Certificates of insurance shall be furnished to Licensor naming as additional insureds under the above-referenced liability policies, Licensor, The Walt Disney Company, its related, affiliated and subsidiary companies, and their respective directors, officers, employees, representatives and other agents, and shall contain a waiver of subrogation with respect to the additional insureds; (d) should any of the above policies be cancelled before the expiration date thereof notice of cancellation will be provided in accordance with policy provisions. If Licensee fails to obtain and / or maintain in full force and effect all required

insurance policies, Licensor shall have the option to terminate this License immediately without further obligation to Licensee. Licensee shall fully and timely comply with all conditions imposed by the insurance policies and shall take no action that could in any way limit Licensor’s or any of the additional insured’s rights or coverage under said policies. Licensee also shall require any of its suppliers, contractors, subcontractors or other such agents providing services or materials to Licensee at the Premises in connection with the Filming to maintain in full force and effect, at their respective sole expenses, the insurance coverages set forth in paragraphs 13a through 13c hereof. Licensee shall be prohibited from performing any scripted stunt activity, auto stunt activity, or any other activity not mentioned above, and from using any pyrotechnics or explosives, unless Licensee has first obtained specific insurance coverage with respect to said activity that meets the

requirements of this Section. hereof.

As I explained, we are not trying to change your requirements, but in paragraph 13a we need to reference our excess/umbrella policy in order to meet the requirement of $2MM for Auto Liability and in the last paragraph of the insurance section, we are simply trying to clarify that under all policies except WC, we will name Walt Disney as additional insured and primary/non-contributory.

Please feel free to call me if any further explanations are required.

Thank you.

Britianey Barnes

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LICENSE OF PREMISES FOR MOTION PICTURE USE

1. Grant of License. Subject to the terms hereof, GOLDEN OAK RANCH PROPERTIES, a California corporation (“Licensor”) hereby grants to WOODRIDGE PRODUCTIONS INC.

(“Licensee”) a license (this “License”) non-exclusively to enter upon and to use the area(s) denoted as “set(s)” below on the property commonly known as the Golden Oak Ranch, 19802 Placerita Canyon Road, Newhall, California 91321 (such areas, the “Premises”), during the Term (as defined below) for the purpose of erecting and maintaining temporary motion picture sets and structures; photographing the Premises, sets, and structures; and recording sound in connection therewith, for use in or in connection with the motion picture(s), commercial, or still shoot (collectively, the “Filming”), tentatively entitled “JUSTIFIED/104“. Notwithstanding the foregoing, Licensee acknowledges that its use of all or any portion of the sets designated in italics below is authorized by means of a sublicense granted by Touchstone Television

Productions, LLC, doing business as ABC Studios (“ABC Studios”), on behalf of which entity Licensor represents it is authorized to enter into and fully administer said sublicense on the same terms and conditions set forth herein for Licensee’s use of the sets directly licensed by Licensor.

2. License Fee. In consideration of this License, Licensee agrees to pay Licensor the following amounts, payable in advance, unless otherwise agreed and documented in writing:

DATE SET DAILY FEE TOTAL

PREP 10/18/2012 Residential Street/House #2

Peewee’s

$4,000.00 $ 500.00

SHOOT 10/19/2012 Residential Street House #2

Peewee’s $8,000.00 $1,000.00 $8,000.00 $1,000.00 STRIKE / HOLD ADDITIONAL FEES

10/22/2012 Residential Street House #2 Peewee’s $4,000.00 $ 500.00 $4,000.00 $ 500.00 TOTAL LOCATION FEES $18,000.00 SECURITY DEPOSIT $ 5,000.00 GRAND TOTAL DUE

(Licensor’s Federal I.D. #: 95-4705124)

Make Checks Payable to: Golden Oak Ranch Properties

$23,000.00

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