Exhibit 10.1
FOURTH AMENDMENT TO OFFICE LEASE
THIS FOURTH AMENDMENT TO OFFICE LEASE (hereinafter referred to as this "Fourth
Amendment") is effective as of January 1, 2005 (the "Effective Date"), by and
between CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM, a public entity created
pursuant to the laws of the State of California (hereinafter referred to as
"Landlord"), and EARTHLINK, INC., a Delaware corporation (hereinafter referred
to as "Tenant").
W I T N E S S E T H:
WHEREAS, Kingston Atlanta Partners, L.P., a Delaware limited partnership
("Kingston"), and Mindspring Enterprises, Inc., a Delaware corporation (as the
predecessor-in-interest to Tenant) entered into that certain Office Lease, dated
November 16, 1999 (the "Original Lease"); as amended by that certain First
Amendment of Office Lease Agreement (the "First Amendment"), dated May 15, 2000;
as further amended by that certain Second Amendment of Office Lease Agreement
(the "Second Amendment"), dated December 21, 2000 (the "Second Amendment"), as
further amended by that certain Third Amendment of Office Lease Agreement
("Third Amendment"), dated on or about September 25, 2001, and that certain
letter agreement dated December 11, 2002 ("Agreement"), for those certain
premises (the "Premises") located at 1375 Peachtree Street, Atlanta, Georgia
(the "Building") currently known as Pershing Point Plaza.
The Original Lease,
as amended by the First Amendment, the Second Amendment, the Third Amendment and
the Agreement, is hereinafter referred to collectively as the "Lease."
WHEREAS, Landlord is the successor-in-interest to Kingston and has acquired all
of Kingston's right, title and interest in, to and under the Lease; and
WHEREAS, Landlord and Tenant desire to further amend the Lease to extend the
term of Lease, and to provide for such other related matters as are hereinafter
set forth;
NOW, THEREFORE, for and in consideration of the Premises and the mutual
covenants contained herein and other good and valuable consideration, the
receipt, adequacy and sufficiency of which are hereby acknowledged and
confessed, Landlord and Tenant hereby covenant and agree as follows:
1.
DEFINED TERMS.
CAPITALIZED TERMS USED
HEREIN, UNLESS OTHERWISE DEFINED HEREIN, SHALL HAVE THE MEANINGS GIVEN SUCH
TERMS IN THE LEASE.
2.
THE PREMISES.
LANDLORD AND TENANT
HEREBY AGREE THAT LANDLORD CURRENTLY LEASES TO TENANT AND TENANT CURRENTLY
LEASES FROM LANDLORD THAT CERTAIN SPACE IN THE BUILDING CONTAINING 327,810
RENTABLE SQUARE FEET, AS MORE PARTICULARLY DESCRIBED ON EXHIBIT A TO THE THIRD
AMENDMENT (THE "PREMISES").
3.
EXTENSION OF LEASE TERM.
LANDLORD AND
TENANT ACKNOWLEDGES THAT THE CURRENT EXPIRATION DATE UNDER THE LEASE IS
OCTOBER 1, 2007.
AS OF THE EFFECTIVE DATE, LANDLORD AND TENANT HEREBY EXTEND
THE LEASE TERM FOR AN ADDITIONAL ONE HUNDRED SEVENTEEN (117) MONTH PERIOD (THE
"EXTENSION TERM"), COMMENCING ON THE EFFECTIVE DATE, AND TERMINATING ON
SEPTEMBER 30, 2014 ("NEW EXPIRATION DATE").
TENANT SHALL CONTINUE TO LEASE THE
PREMISES DURING THE EXTENSION TERM ON THE SAME TERMS AND CONDITIONS AS THE
ORIGINAL LEASE TERM, EXCEPT AS OTHERWISE SET FORTH HEREIN TO THE CONTRARY.
4.
BASE RENTAL.
NOTWITHSTANDING ANYTHING
TO THE CONTRARY IN THE LEASE, DURING THE EXTENSION TERM, TENANT SHALL PAY