Exhibit 10.11
LNR WARNER CENTER
OFFICE LEASE
This Office Lease, which includes the preceding Summary attached hereto and
incorporated herein by this reference (the Office Lease and Summary to be known
sometimes collectively hereafter as the "Lease"), dated as of the date set forth
in Section 1 of the Summary, is made by and between LNR WARNER CENTER, LLC, a
California limited liability company ("Landlord"), and NETZERO, INC., a Delaware
corporation ("Tenant").
ARTICLE 1
REAL PROPERTY/PROJECT, BUILDING AND PREMISES
1.1
REAL PROPERTY/PROJECT, BUILDING AND PREMISES.
1.1.1
PREMISES.
UPON AND SUBJECT TO THE TERMS, COVENANTS AND CONDITIONS
HEREINAFTER SET FORTH IN THIS LEASE, LANDLORD HEREBY LEASES TO TENANT AND TENANT
HEREBY LEASES FROM LANDLORD THE PREMISES SET FORTH IN SECTION 6 OF THE SUMMARY
(THE "PREMISES"), WHICH PREMISES ARE LOCATED IN THAT CERTAIN "BUILDING" COMMONLY
KNOWN AS "LNR WARNER CENTER - BUILDING H", WITH AN ADDRESS OF 21301 BURBANK
BOULEVARD, WOODLAND HILLS, CALIFORNIA.
THE OUTLINE OF THE FLOOR PLAN OF EACH
FLOOR OF THE PREMISES IS SET FORTH IN EXHIBITS A-1, A-2 AND A-3, RESPECTIVELY,
ATTACHED HERETO.
SUBJECT TO LANDLORD'S REASONABLE REGULATIONS, RESTRICTIONS AND
GUIDELINES, TENANT'S RIGHTS TO THE PREMISES INCLUDE TENANT'S RIGHT TO USE AND
ACCESS THE SPACE WITHIN THE CEILINGS, WALLS AND FLOORS OF THE PREMISES
(EXCLUDING LIMITED AREAS REASONABLY DESIGNATED BY LANDLORD WHICH MAY INTERFERE
WITH ANY OTHER TENANT'S USE OR EQUIPMENT THEREIN) TO INSTALL AND SERVICE WIRE,
CONDUIT AND CABLE THAT SERVE TENANT'S EQUIPMENT, PROVIDED SUCH USE AND ACCESS IS
IN ACCORDANCE WITH, AND SUBJECT TO, THE OTHER TERMS AND PROVISIONS OF THIS
LEASE.
CONCURRENTLY WITH THE MUTUAL EXECUTION AND DELIVERY OF THIS LEASE,
LANDLORD SHALL DELIVER POSSESSION OF THE ENTIRE PREMISES TO TENANT FOR THE
PURPOSE OF ENABLING TENANT TO COMMENCE THEREIN, SUBJECT TO AND IN ACCORDANCE
WITH THE TERMS OF THE TENANT WORK LETTER ATTACHED HERETO AS EXHIBIT D (THE
"TENANT WORK LETTER"), THE DESIGN AND CONSTRUCTION OF THE TENANT IMPROVEMENTS
(AS DEFINED IN THE TENANT WORK LETTER), AND LANDLORD'S FAILURE TO TIMELY DELIVER
THE SAME SHALL BE SUBJECT TO THE LANDLORD DELAY PROVISIONS OF SECTION 4.6 OF THE
TENANT WORK LETTER.
1.1.2
BUILDING AND REAL PROPERTY/PROJECT.
THE BUILDING IS PART OF "PHASE
III" OF A MULTI-BUILDING OFFICE BUILDING PROJECT CURRENTLY OWNED BY LANDLORD AND
OTHER ENTITIES AND KNOWN AS "LNR WARNER CENTER" AND LOCATED ON THE APPROXIMATELY
35-ACRE SITE AT THE NORTHEAST CORNER OF CANOGA AVENUE AND BURBANK BOULEVARD IN
WOODLAND HILLS, CALIFORNIA.
SUCH OFFICE BUILDING PROJECT:
(I) CURRENTLY
CONTAINS (A) THE BUILDING AND THE SURFACE PARKING AREAS SURROUNDING THE BUILDING
(THE "BUILDING H PARKING FACILITIES"); (B) A 5-LEVEL ABOVE-GRADE PARKING
STRUCTURE LOCATED NORTHEAST OF THE BUILDING WHOSE ADDRESS IS 5790 CANOGA
AVENUE (THE "PHASE III PARKING STRUCTURE"); (C) FIVE (5) OTHER EXISTING OFFICE
BUILDINGS LOCATED THEREON (COLLECTIVELY, THE "OTHER EXISTING OFFICE BUILDINGS"),
WHOSE ADDRESSES ARE 5800 CANOGA AVENUE, 21261 BURBANK BOULEVARD, 21281 BURBANK
BOULEVARD, 21271 BURBANK BOULEVARD AND 5820 CANOGA AVENUE, (D) A 4 LEVEL
ABOVE-GRADE PARKING STRUCTURE WHOSE ADDRESS IS 5830 CANOGA BOULEVARD (THE "PHASE
I PARKING STRUCTURE"); (D) A RETAIL FOOD