Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) 105 511K
9: EX-10.10 Material Contract 22 112K
10: EX-10.11 Material Contract 49 236K
11: EX-10.13 Material Contract 5 25K
12: EX-10.14 Material Contract 6 31K
13: EX-10.15 Material Contract 11 46K
14: EX-10.16 Material Contract 3 17K
15: EX-10.18 Material Contract 5 26K
16: EX-10.19 Material Contract 6 27K
2: EX-10.2 Material Contract 5 22K
17: EX-10.20 Exhbit 10.20 2 14K
18: EX-10.22 Material Contract 18 65K
19: EX-10.23 Material Contract 24 113K
20: EX-10.24 Material Contract 25 108K
21: EX-10.25 Material Contract 18 56K
22: EX-10.26 Material Contract 18 56K
23: EX-10.27 Material Contract 6 33K
3: EX-10.3 Material Contract 6 26K
4: EX-10.4 Material Contract 25 131K
5: EX-10.6 Material Contract 6± 26K
6: EX-10.7 Material Contract 7 34K
7: EX-10.8 Material Contract 5 26K
8: EX-10.9 Material Contract 23 79K
24: EX-23.2 Consent of Experts or Counsel 1 8K
25: EX-27.1 Financial Data Schedule (Pre-XBRL) 2 9K
EX-10.16 — Material Contract
| EX-10.16 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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NETZERO, INC.
NOTE SECURED BY STOCK PLEDGE AGREEMENT
$628,638.30 March 20, 1999
Westlake Village, California
FOR VALUE RECEIVED, Mark Goldston ("Maker") promises to pay to
the order of NetZero, Inc. (the "Corporation"), at its corporate offices at 3835
East Thousand Oaks Boulevard, #338, Westlake Village, California, the principal
sum of Six Hundred Twenty-Eight Thousand Six Hundred Thirty-Eight Dollars and
Thirty Cents ($628,638.30) together with all accrued interest thereon, upon the
terms and conditions specified below.
1. INTEREST. Interest shall accrue on the unpaid balance
outstanding from time to time under this Note at the rate of 4.83% per annum,
compounded annually.
2. PRINCIPAL. The entire principal balance of this Note, together
with all accrued and unpaid interest, shall become due and payable in one lump
sum on March 20, 2004.
3. PAYMENT. Payment shall be made in lawful tender of the United
States and shall be applied first to the payment of all accrued and unpaid
interest and then to the payment of principal. Prepayment of the principal
balance of this Note, together with all accrued and unpaid interest, may be made
in whole or in part at any time without penalty.
4. EVENTS OF ACCELERATION. The entire unpaid principal balance of
this Note, together with all accrued and unpaid interest, shall become
immediately due and payable prior to the specified due date of this Note upon
the occurrence of one or more of the following events:
A. the insolvency of the Maker, the commission of any
act of bankruptcy by the Maker, the execution by the Maker of a general
assignment for the benefit of creditors, the filing by or against the
Maker of any petition in bankruptcy or any petition for relief under
the provisions of the Federal Bankruptcy Act or any other state or
Federal law for the relief of debtors and the continuation of such
petition without dismissal for a period of thirty (30) days or more,
the appointment of a receiver or trustee to take possession of any
property or assets of the Maker or the attachment of or execution
against any property or assets of the Maker; or
B. the occurrence of any event of default under the
Stock Pledge Agreement securing this Note or any obligation secured
thereby which default is not cured within the applicable cure periods
set forth therein.
5. Intentionally omitted.
6. SECURITY. The proceeds of the loan evidenced by this Note
shall be applied solely to the payment of the purchase price of 4,190,922 shares
of the Corporation's common stock and payment of this Note shall be secured by a
pledge of those shares with the Corporation pursuant to the Stock Pledge
Agreement to be executed this date by the Maker. All amounts due under this Note
shall be 50% recourse to Maker and 50% non-recourse to Maker. If
1.
Maker prepays any principal amounts hereunder, the recourse and nonrecourse
portions of this Note shall be proportionately reduced.
7. COLLECTION. If action is instituted to collect this Note, the
Maker promises to pay all costs and expenses (including reasonable attorneys'
fees) incurred in connection with such action.
8. WAIVER. A waiver of any term of this Note, the Stock Pledge
Agreement or of any of the obligations secured thereby must be made in writing
and signed by a duly-authorized officer of the Corporation and any such waiver
shall be limited to its express terms. No delay by the Corporation in acting
with respect to the terms of this Note or the Stock Pledge Agreement shall
constitute a waiver of any breach, default or failure of a condition under this
Note, the Stock Pledge Agreement or the obligations secured thereby.
The Maker waives presentment, demand, notice of dishonor, notice of
default or delinquency, notice of acceleration, notice of protest and
nonpayment, notice of costs, expenses or losses and interest thereon, notice of
interest on interest and diligence in taking any action to collect any sums
owing under this Note or in proceeding against any of the rights or interests in
or to properties securing payment of this Note.
9. CONFLICTING AGREEMENTS. In the event of any inconsistencies
between the terms of this Note and the terms of any other document related to
the loan evidenced by this Note, the terms of this Note shall prevail.
10. GOVERNING LAW. This Note shall be construed in accordance with
the laws of the State of California without regard to conflict of laws
principles.
/s/ MARK GOLDSTON
-----------------------------
MAKER: MARK GOLDSTON
2.
NETZERO, INC.
AMENDMENT TO NOTE
THIS AMENDMENT TO NOTE (this "Amendment") is dated as of May 14, 1999,
between Mark Goldston ("Goldston") and NetZero, Inc. (the "Company"). All
capitalized terms used herein without definition shall have the meanings
ascribed to them in that certain Note Secured by Stock Pledge Agreement dated
March 20, 1999 (the "Note"), made by Goldston in favor of the Company,
evidencing a loan in the amount of $628,638.30.
In consideration of good and valuable consideration, the receipt of
which is hereby acknowledged, the parties hereto agree as follows:
1. Paragraph 6 of the Note is hereby amended and restated in its
entirety as follows:
"SECURITY. The proceeds of the loan evidenced by this Note
shall be applied solely to the payment of the purchase price
of 4,190,922 shares of the Corporation's common stock and
payment of this Note shall be secured by a pledge of (a) those
shares, and (b) 36,232 shares of the Corporation's Series D
Preferred Stock. Such pledge shall be with the Corporation
pursuant to that certain Stock Pledge Agreement dated as of
March 20, 1999, between the Corporation and the Maker, as
amended from time to time. All amounts due under this Note
shall be 100% recourse to Maker."
2. In all other respects, the Note shall remain unchanged and in
full force and effect in accordance with the terms thereof.
IN WITNESS WHEREOF, each of the parties hereto has executed
this Amendment as of the date first above written.
NETZERO, INC.
By: /s/ RONALD T. BURR
---------------------------
Ronald T. Burr, President
/s/ MARK R. GOLDSTON
------------------------------
MARK R. GOLDSTON
1.
Dates Referenced Herein
| Referenced-On Page |
|---|
| This ‘S-1’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| | 3/20/04 | | 1 | | | | | None on these Dates |
| Filed on: | | 7/14/99 |
| | 5/14/99 | | 3 |
| | 3/20/99 | | 1 | | 3 |
| List all Filings |
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