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<br />CONSENT TO SUBLEASE <br /> <br />THIS AGREEMENT is entered into as of the January 30, 1998 by and among <br />Sheila L. Ortloff dba J & S ~Management, ("Landlord") and The City of Redwood City, <br />A Municipal Corporation of the State of Californi~ ("Tenant"), and Omix Incorporated, <br />("Subtenant"), with reference to the following facts: <br /> <br />A. On September 9, 1993 Landlord and Tenant entered into that certain Office <br />Lease ("Master Lease") pursuant to which Tenant leased 4068 rentable square feet on the <br />5th floor of 702 Marshall Street, Redwood City, California (the "Building"), and the <br />Lease has been modified andíor assigned pursuant to the folJowing docwnents: Office <br />Lease, Resolution No. 12091, Addendum to Lease, and Exhibit A to Addendum. <br /> <br />B. Tenant and Subtenant now desire to enter into a sublease (the "Sublease") <br />4068 rentable square feet on the 5th floor (the "Sublet Premises") of the Building, a copy <br />of which Sublease is attached hereto as Exhibit A and incorporated herein. <br /> <br />C. Pursuant to the tenns of the Master Lease, as the same may have been <br />amended to the date hereof, Tenant has requested Landlord's consent to the Sublease. <br /> <br />NOW, TIffiREFORE, in consideration of the foregoing, and for other good and <br />valuable consideration, the receipt and adequacy of which are hereby acknowledged, <br />Landlord hereby consents to the Sublease subject to the following express terms and <br />conditions to each of which Tenant and Subtenant expressly agree: <br /> <br />1. The Sublease is subject and subordinate to the Master Lease and to all of its <br />terms, covenants, conditions, provisions and agreements. <br /> <br />2. Except for rent payable under the Master Lease, Subtenant 8ha11 perform <br />faithfully and be bound by all of the terms, covenants, conditions, provisions and <br />agreements of the 1'viaster Lease, for the period covered by the Sublease, but only to the <br />extent applicable to the Sublet Premises. <br /> <br />3. Neither the Sublease nor this consent thereto shall: <br /> <br />._._......-._...~-_.,._..__...._...._.._----.-.._-_._-..-...-,... . <br />