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�q t ' f� �'p� �� , FOX THEATRE AGREEMENT This Agreement ("Agreement") is made and entered into as of Gc2D b6( \ , 2016, ("Effective Date") by and among Fox Theater Property LLC, a California Limited Liability Company ("Fox"), Golden Fox Venues, Incorporated, a California Corporation ("GFV") and the City of Redwood City, a municipal corporation ("City"). Reference is hereby made to that certain Disposition and Development Agreement by and between City and Hamilton & Winslow Properties, LLC (an entity affiliated with Fox and GFV), dated as of September 3, 2015 ("DDA"). Pursuant to Section 4.3 of the DDA, Fox, and GFV agree to the terms of this Agreement and acknowledge that the rights provided to City hereunder are provided as consideration for City's entry into the DDA. 1 . TERM. The "Initial Term" of this Agreement shall be for three years beginning on 10/1/2016 (the "Commencement Date") and terminating on 9/30/2019 Fox, GFV, and City may agree in writing to extend the Term of the Agreement ("Extension Term"), and any Extension Terms together with the Initial Term shall be referred to as the "Term". 2. USE OF FOX THEATRE AUDITORIUM. 2. 1 Fox and GFV represent and warrant (1) that Fox is the owner of the Fox Theatre, located at 2215 Broadway Street in Redwood City, CA (the "Fox Theatre"); (2) that GFV leases the Fox Theatre from Fox; and (3) that GFV has the right to sublease the Fox Theatre to City pursuant to the terms of this agreement. 2.2 During the Initial Term of this Agreement, Fox and GFV agree to make the Fox Theatre available to City for up to four community events each year (each, an "Event"). Such Events will be provided to City at no cost with the exception of staffing costs referenced in Exhibit A. For each such Event, City, Fox, and GFV agree to be bound to the terms and conditions set forth on Exhibit A, which is attached hereto and incorporated herein by reference. 2.3 Any other provision of this Agreement notwithstanding, the right to Events provided to City pursuant to this Section 1 shall not be terminated prior to the end of the Initial Term (as defined below). Moreover, City's right to Events shall not continue during any Extension Term (as defined below) unless Fox, GFV, and City explicitly agree in the written extension that City's right to Events shall continue. 3. POLICE SUBSTATION. During the Term of this agreement, Fox shall Lease to City the premises at 2223 Broadway Street for use as a Police Substation (the "Police Substation Lease"). The terms and conditions of this Police Substation Lease are set forth on Exhibit B, which is attached hereto and incorporated herein by reference. Page 1of17 ATTY/AGR/2016,287/FOX THEATER AGREEMENT REV: 0-29-16 JS