CMGI INC
LEASE DATED MAY 9, 2000
<DOCUMENT>
<TYPE>EX-10.42
<SEQUENCE>12
<FILENAME>0012.txt
<DESCRIPTION>LEASE DATED MAY 9, 2000
<TEXT>

<PAGE>

                                                                   EXHIBIT 10.42



                               COMMERCIAL LEASE
                                ______________



                                    between



                                  SA DAFFODIL

                          (in its capacity as Lessor)



                                      et



                                CMGI (UK) LTD.

                          (in its capacity as Lessee)
<PAGE>

THE PRESENT COMMERCIAL LEASE (DECREE N(degrees) 53-960 DATED 30 SEPTEMBER 1953)
IS GRANTED BETWEEN THE UNDERSIGNED:


1)   SA DAFFODIL, a societe anonyme [type of public limited company] with
     capital of thirty-eight thousand euros (38,200 euros), whose registered
     office is situated at 6 place de la Madeleine, Paris (75008), France,
     identified with the SIREN [corporate identification number] on the Paris
     companies register ["RCS"], no. 424 390 789, represented by Monsieur David
     Levin, its Chairman,

     (hereinafter referred to as the "Lessor"),

                                                              OF THE FIRST PART,

AND
---


2)   CMGI (UK) LTD., a company registered in England, whose registered office is
     situated at Hasilwood House, 60 Bishopsgate, London EC2N 4AJ, represented
     by Andrew Hajducky III and William William II, its directors,

     (hereinafter referred to as the "Lessee"),

                                                              OF THE OTHER PART.


WITNESSETH
----------

A.   The Lessor is the owner of premises contained within the Building located
     at 43-45-47, avenue de la Grande Armee, 22-24 rue Chalgrin, Paris (75016)
     (hereinafter the "Building") as described more fully in Article 2 hereafter
     (hereinafter the "Leased Premises").

B.   The parties note that after visiting the Building, the Lessee wanted the
     Lessor to perform work before it came into possession of the premises and
     itself offered to perform the fitting work once it took possession of the
     premises, a suggestion accepted by the Lessor; the respective obligations
     of the parties are governed by Article 3 hereof.


THEREFORE:
---------

The above paragraphs are an integral part hereof.

Article 1 - LEASE

     The Lessor hereby leases for rent, on a commercial basis, pursuant to the
     provisions of the Decree n(degrees) 53-960 dated 30 September 1953 as
     amended, on the conditions hereinafter, to the Lessee, which accepts, the
     premises contained within the Building located at 43-45-47, avenue de la
     Grande Armee, 22-24 rue Chalgrin, Paris (75016) (hereinafter the
     "Building") as described more fully in Article 2 hereafter (hereinafter the
     "Leased Premises").
<PAGE>

Article 2 - DESCRIPTION

2.1  The Leased Premises are broken down as follows:

     -    space designated for use as office space located on the first floor of
          the Building, with surface area of approximately 920 sq. m. with
          exclusive enjoyment of two garden terraces at the east and at the west
          of this space (condominium lot n(degrees) 1010) and on the third
          floor, with surface area of approximately 260 sq. m. [2800 sq. ft]
          (part of the condominium lot n(degrees)1014);

     -    archiving space with surface area of approximately 55 sq. m. [592 sq.
          ft] located on the first basement level corresponding to condominium
          lot n(degrees)1026,

          It is explicitly agreed that the surface areas above are shown in a
          purely indicative fashion, and the Lessee is furthermore familiar with
          the Leased Premises as indicated in Article 2.2 below, and the rent
          has been set as a gross sum.

     -    fourteen individual parking places located on the 3/rd/ and 4/th/
          basement levels and identified under the numbers 216, 221, 222, 271,
          274, 275, 280, 297, 298, 333, 334, 337, 342 and 347, and eight double
          parking places identified under the numbers 239, 240, 241, 272, 273,
          352, 353 and 358.

          However, for organisational reasons, the Lessor reserves the right to
          change the location of the parking places allocated to the Lessee,
          without this change giving rise to any compensation or reduction of
          rent by the Lessor.

          as shown on the attached plans (Appendix 1);


2.2  The Lessee states that it is perfectly familiar with the Leased Premises
     including their plant and equipment, without it being necessary to make any
     further description, and it acknowledges having approved them in their
     current state, extent and contents.


Article 3 - DELIVERY OF THE LEASED PREMISES - CONDITION REPORT

As agreed, the Lessor shall carry out the work described at Appendix 2, in as
short a time as possible after the signature hereof, which is explicitly and
irrevocably accepted by the Lessee.

3.1  Delivery of the Leased Premises to the Lessee will occur only after the
     completion and handover by the Lessor of the work performed by it within
     the premises designated for use as office space located on the first and
     third floors of the Building.

3.2  The Lessor shall inform the Lessee of the delivery date with two (2)
     working days prior notice by registered letter with return receipt
     requested or handdelivery at the registered office of the Lessee. Such
     notification shall also be made by fax at n(degrees) 00 44 207 638 58 88;
     it being understood that the registered letter or the handdelivery date
     will be considered as the notification date.

3.3  On the day scheduled for delivery of the Leased Premises, a jointly-
     approved delivery report (which will serve as a condition report) shall be
     drawn up; it will stipulate any reservations that the Lessee may have.

     The Lessee shall not refuse delivery of the Leased Premises unless in the
     case that the failures of the works on the first and third floors to
     conform with the description appearing at Appendix 2 are substantial or the
     poor workmanship should render the plant and equipment of the Leased
     Premises unsuitable for their use, all this pursuant to Article R.261-1 of
     the French code on construction and dwelling.

     The Lessor undertakes to eliminate the reservations stipulated by the
     Lessee in as short a time as possible depending on the type of work
     required, starting with the date on which the delivery report is drawn up.
<PAGE>

3.4  If this delivery is not completed, the Leased Premises shall be deemed to
     have been handed over to the Lessee in a perfect state of upkeep and repair
     and cleanliness.

3.5  A second condition report shall be drawn up jointly between the parties
     within two (2) calendar weeks as of the date of completion of the work
     performed by the Lessee and described in Appendix 3, which will occur as
     soon as possible after the taking possession of the Premises by the Lessee.
     The Lessee shall notify the date of completion to the Lessor within a eight
     (8) calendar day period.


Article 4 - TERM

     Pursuant to Article 3.1 of the Decree, this lease is granted and accepted
     for a term of nine (9) complete and consecutive years, including six (6)
     years firm, which shall begin as of the delivery date of the Leased
     Premises as this date is defined in Article 3.1.


Article 5 - TERMINATION

     The Lessee explicitly waives the right to terminate this lease at the
     expiration of the first three-year period of the lease, since the lease is
     granted and accepted for a firm term of six (6) years. The Lessee may
     however terminate the lease at the conclusion of the sixth year, in
     consideration of (i) serving a notice of vacation by instrument served by a
     bailiff, at least six months in advance, and (ii) paying a lump-sum fee
     equivalent to one year of the annual rent inclusive of all charges,
     exclusive of any VAT paid by then, payable on the day on which the notice
     of vacation is served.


Article 6 - USE

6.1  Pursuant to Articles 1728 and 1729 of the civil code, the Lessee shall use
     the Leased Premises which are designated exclusively for use as office
     space.

6.2  It is explicitly agreed that the Lessee shall within the Leased Premises
     refrain from carrying out any acts of sale from stock, whether of a
     wholesale or retail nature, and any auctioning of furniture or other
     objects.

6.3  The authorisation given to the Lessee to perform certain activities does
     not entail any guarantee from the Lessor, nor effort on Lessor's part to
     obtain the required permits whatsoever, that the Lessee is obliged to
     obtain to use the Leased Premises, in particular with regard to the
     provisions of the town-planning code ["Code de l'Urbanisme"].

     It is recalled that the condominium lots n(degrees)s 1010 and 1014 are
     designated for use as office space with regard to the provisions of the
     town-planning code on the premises located in the Paris region. If the use
     made by the Lessee has the effect of transforming them into premises of a
     different category, in the sense of these provisions, Lessee must
     immediately reimburse to the Lessor the fees and increases relating thereto
     which may be sought in Lessor's name as a result of that transformation.
     Such reimbursement shall remain the property of the Lessor, even after the
     Leased Premises have been returned by the Lessee. It shall not entail
     failure by the Lessor to demand of the Lessee that it immediately terminate
     the activities which have the effect of transforming the Leased Premises
     into premises of a different category in the sense above, if these
     activities are not specified at Article 6.1 above.
<PAGE>

Article 7 - RENT

7.1  This lease is granted and accepted in consideration of an annual rent
     before VAT, and excluding charges, of three million nine hundred and eight-
     two thousand five hundred French francs (FRF 3,982,500).

7.2  The rent shall be payable quarterly in advance on the first day of each
     calendar quarter, i.e., on 1/st/ January, 1/st/ April, 1/st/ July and 1/st/
     September of each year.

7.3  If the lease should begin at a date other than the first day of the
     quarter, the rent corresponding to the term in progress shall be calculated
     prorata temporis.

7.4  The Lessee shall be liable for paying all duties and state and local taxes
     (including any variation in rate) which may be due on said rent, charges
     and other payments specified by this lease.

     It is specified that the Lessor has opted for his rents and services to be
     subject to value-added tax (VAT) pursuant to Article 260-2(degrees) of the
     French general tax code ("CGI").


Article 8 - INDEXATION CLAUSE (SLIDING SCALE CLAUSE)

8.1  Index

     The parties agree to index the rent according to the variation of the
     national construction cost index published quarterly by INSEE [the national
     statistics agency], on the total of the rent of the previous year. The
     parties acknowledge that this index is in direct relation with the lease,
     and has no effect on the application of the provisions of Articles 26, 27
     and 28 of the Decree dated 30 September 1953.

     If, for any reason whatsoever, the index chosen above should stop being
     published, it would be replaced by the index that is officially substituted
     for it. If need be, "link" indices will be calculated by the parties. If
     there is no official substituting index, an index shall be chosen by joint
     agreement between the parties.

     If the parties fail to agree on the choice of the new index to be adopted,
     they will accept the decision of an expert who shall be appointed by the
     parties or, if they fail to agree on that, by order of the President of the
     Tribunal de Grande Instance [lower court] with jurisdiction over the area
     in which the Building is located, ruling in urgent session at the request
     of the first party to make application. In any case, the expert will have
     all the powers of joint agent of the parties and in no way the powers of an
     arbitrator and his decision shall be final and without appeal. Each party
     shall be liable for a half share of the charges and fees relating to this
     application and to the order.

     It is specified that this clause is a contractual indexation and it does
     not relate to the legal three-year review specified by Articles 26 and 27
     of the Decree n(degrees) 53-960 dated 30 September 1953. The parties
     acknowledge that it complies with Article 10 of the Law n(degrees) 77-1457
     dated 29 December 1977 and that it constitutes an essential and determining
     condition without which the Lessor would not have made the agreement.
<PAGE>

8.2  Calculating the indexation

     The rent shall automatically vary at the lease's anniversary date in
     proportion to the variations in the quarterly construction cost index
     published by INSEE.

     For the first year of the lease, the index of the third quarter of 1999
     (i.e., 1080) shall be compared to the index of the same quarter of the
     following year.

     For later years, the comparison shall be between the index selected for the
     previous reassessment and the index of the same quarter of the following
     year.

     The calculation of indexation shall hence be done according to the
     following formula:

                    L1        =      L x 11
                                 --------------
                                       1

     in which:

     L1 = is equal to the new rent

     L = is equal to the current rent

     I1 = is equal to the revised index

     I = is equal to the base index

     Once the revised index is published, the Lessor shall inform the Lessee of
     the total of the new rent and, if need be, a breakdown of the compensatory
     adjustment if the revised index is published late. The Lessee shall pay the
     Lessor any rent supplements within two calendar weeks from receipt of the
     breakdown of the compensatory adjustment.


Article 9 - SECURITY DEPOSIT

9.1  As a surety and guarantee of the performance by the Lessee of its
     obligations of any kind arising out of the present lease, Lessee shall pay
     to Lessor, at the signing hereof, an amount equal to three months rent
     before VAT, and excluding charges, as a security deposit, i.e., nine
     hundred and ninety-five thousand six hundred and twenty-five French francs
     (FRF 995,625).

                                 OF WHICH RECEIPT IS GIVEN SUBJECT TO COLLECTION

9.2  This amount shall be increased or reduced at the same time as and in the
     same proportion as the rent, whenever the rent is amended, with the
     difference being paid starting with the first term amended.

9.3  This amount shall be retained by the Lessor for the entire term of the
     lease and shall be reimbursed to the Lessee at the end of the tenancy,
     after Lessee has moved out and handed in the keys, and after deduction of
     all amounts due to the Lessor for any reason whatsoever and for which
     Lessee may be held liable.
<PAGE>

9.4   This amount shall not accrue interest. It is handed over to the Lessor as
      a pledge in the wording of Articles 2071 ff. of the civil code.

9.5   If the lease is terminated on the grounds of non-performance of these
      conditions or for any reason attributable to the Lessee, other than notice
      given for a date and in the conditions set down herein, and however much
      of the term of the lease remains, the security deposit will remain the
      property of the Lessor as legal damages with interest, but shall have no
      effect on past or future rents due and work for which the Lessee is
      liable.


Article 10 - PAYMENT OF CHARGES - VARIOUS SERVICES

10.1  Since for the Lessor the rent is considered to be net of all charges, the
      Lessee as of the effective date of the lease shall be liable for all the
      charges set down in the condominium rules (private charges, common
      charges, condominium charges, etc.) and all expenses, services, provisions
      relating to the Leased Premises, inclusive of the insurance premiums paid
      by the Lessor.

10.2  The Lessee shall pay a quarterly provision at the same time as the rent.
      If the lease should begin at a date other than the first day of the
      calendar quarter, the provision corresponding to the term in progress
      shall be calculated prorata temporis.

      The amount thus paid shall be adjusted upwards or downwards on the 1/st/
      of January of each year depending on the expenses actually incurred, and
      the Lessee may, if applicable, request reimbursement of any excess
      payment.


Article 11 - CONTRIBUTIONS - STATE AND LOCAL TAXES

11.1  The Lessee undertakes to pay all state and local taxes for which tenants
      are typically liable and in particular its personal and real-estate
      contributions, its rental taxes, its business tax and all state and local
      taxes for which the Lessor may be held liable.

11.2  The Lessee shall reimburse to the Lessor all current and future taxes,
      contributions and fees incumbent upon the Leased Premises for which the
      Lessor is the legally liable payer (and in particular the land tax and the
      annual office-space tax in the Paris region [Ile-de-France]), which are
      considered to be charges specified at Article 10 above.


Article 12 - LATE PAYMENT PENALTY

If any amount due by the Lessee pursuant to the present lease is not paid on
time, interest shall automatically accrue on it at the official interest rate in
effect at the due date plus three points, and it shall not be necessary to
provide any official notification thereof, and this shall have no effect on the
penalty clause specified below.


Article 13 - RESPONSIBILITIES AND CONDITIONS

This lease is made under the ordinary legal responsibilities and in particular
under those specified below, that the Lessee undertakes to perform and complete
strictly without being entitled to any compensation or abatement of the rent set
below and on penalty of all court costs and legal damages and even on penalty of
termination hereof, if the Lessor sees fit.
<PAGE>

13.1  General conditions of tenancy

      13.1.1  The Lessee shall accept the Leased Premises in the state in which
              they are as at the start date of the tenancy, and shall not be
              entitled to require the Lessor, either then or during the entire
              term hereof, to do any repair work, reconstruction, bracing,
              remodelling, installation or replacement which are or which may
              become necessary to the Leased Premises (including their plant and
              equipment and external buildings) whatever the cause, type and
              extent may be, and even if they are due to obsolescence.

              Lessee waives the warranty of hidden defects arising out of
              Article 1721 of the civil code.

      13.1.2  The Lessee undertakes to fulfil all obligations laid down by the
              municipality, the police and to comply with all health-related and
              other regulations.

      13.1.3  The Lessee shall not erect outside the Leased Premises any
              display, storage or other installation of any kind. It shall not
              set down any object, equipment or merchandise outside the Leased
              Premises (or outside the Building) and it shall not park any
              vehicle outside same, except in the places specified for this
              purpose.

      13.1.4  It shall at all times fulfil the provisions of the laws and
              regulations, of the orders of administrative authorities and those
              of the Assemblee Pleniere des Societes d'Assurances Dommages
              [damage insurance syndicate].

      13.1.5  If dangerous appliances are used and/or dangerous products are
              stored, the Lessee shall personally and at its own risk and
              expense be liable for any necessary permit or for any claim
              emanating from neighbours or third parties, in particular for
              noises, flashes, heat, parasites, vibrations.

      13.1.6  The Lessee shall be responsible for any damage caused to the
              Leased Premises and/or to the Building as a result of overloading
              the floorboards and lifts.

13.2  Work - Repairs

      13.2.1  The Lessee shall at its own expense and risk and as it becomes
              necessary carry out any repair work (including repairs as defined
              in Article 606 of the civil code), reconstruction, bracing,
              remodelling and replacement which is or which may become necessary
              to the Leased Premises and to the plant and equipment, whatever
              the cause, type and extent may be, and even if they are due to
              obsolescence.

      13.2.2  The Lessee shall not carry out within the Leased Premises any
              demolition, construction or installation, fitting, drilling
              through walls or modification of floor-plan, and generally it
              shall not make any modification whatsoever to the Leased Premises
              or to the plant and equipment, without first obtaining the
              Lessor's written consent.

      13.2.3  As an exception to the foregoing the Lessee is explicitly
              authorised to perform fitting work as described in Appendix 3
              hereinafter.

      13.2.4  The Lessee shall be liable for the costs and fees of the Lessor's
              architect who shall have a supervisory role and/or the
              condominium's architect.
<PAGE>

     13.2.5  Lessee shall be solely responsible for all accidents and/or
             incidents which may occur as a result of the performance and
             existence of any building, installation and fitting work performed
             by it and any operations that such may produce. In particular,
             Lessee warrants the Lessor, if need be as a self-insurer, against
             any claims that may arise against it as a result of said accidents
             and/or incidents and their consequences.

     13.2.6  The Lessee shall ensure that its workmen and employees shall not
             produce any damage. The Lessee shall be responsible for damage and
             losses which affect the Leased Premises or the Building and the
             plant and equipment.

     13.2.7  The Lessee shall be liable, without compensation or abatement of
             the rent set above, for all work that the Lessor believes must be
             done within the Building (including their plant and equipment),
             whatever the cause, type or extent thereof, and the term and even
             if it exceeds forty days, it being hereby specified that the Lessor
             undertakes to apply its best efforts to reduce the inconvenience
             and the term of this work.

     13.2.8  The Lessee shall also be liable for all work which may be carried
             out on the public roadway, or in the buildings neighbouring on that
             building that constitutes the Leased Premises, whatever disturbance
             may result therefrom for the carrying out of its business, or for
             gaining access to the Leased Premises, with the exception of any
             recourse against the authorities, the contractor for the work, the
             neighbouring owners, all the while leaving the Lessor harmless.

13.3 Work by the authorities

     If the authorities, including public agencies, should at any time require
     modifications to the Leased Premises, in particular as regards the carrying
     out of the Lessee's business or for the use of the Leased Premises, based
     on current and future regulations, all costs and consequences arising
     therefrom shall be borne in full by the Lessee which commits thereto; even
     if these modifications and/or work are large-scaled repairs as defined by
     Article 606 of the civil code.

13.4 Powers of the Lessor

     If the repairs and/or the work and/or the checks listed above are not
     carried out, the Lessor may, thirty days after a notice served by
     registered letter and remaining without effect, except in the case of an
     emergency duly established, substitute itself for the Lessee and have such
     work done at the expense of the Lessee by a contractor of its choice, and
     the Lessee undertakes to reimburse the cost thereof to the Lessor within
     two calendar weeks of a notice of account sent to it.

13.5 Furnishings

     The Lessee undertakes to keep the Leased Premises constantly and normally
     furnished, so as to be in a position at any time to pay rents and
     accessories, and in performance of the clauses and responsibilities arising
     out of the lease.

13.6 Continuous operations

     The Lessee undertakes to operate the Leased Premises in a permanent,
     effective and normal manner.
<PAGE>

13.7    Condominium rules

        The Lessee acknowledges that it possesses a copy of the Building's
        current condominium rules and undertakes to comply with all its
        provisions such that the Lessor shall not be sought or disturbed on this
        issue.

13.8    End of lease

        At the expiration of the present lease either by conclusion of the
        agreed term or by termination for any reason whatsoever, at the
        departure of the Lessee, all constructions and plant and equipment, all
        fittings and generally all improvements performed by the Lessee as well
        as those - if any - imposed by legislative or regulatory provisions,
        shall become, with no compensation being due, since the rent was set as
        a consequence thereof, the property of the Lessor, unless Lessor
        required that the Leased Premises be returned, in whole or in part, to
        the condition in which they were at the time of the second condition
        report, at the sole expense of the Lessee.


Article 14 - SUB-LETTING - ASSIGNMENT

14.1    Sub-letting, etc.

        14.1.1  The Lessee shall not provide to anyone in any way or form and
                even in the form of a loan or management contract, all or part
                of the Leased Premises.

        14.1.2  As an exception to the foregoing, the Lessor authorises the
                Lessee to sub-let in whole or part of the Leased Premises, on
                condition that there are no more than two sub-tenants per floor
                and as long as the conditions of form of Article 21 of the
                Decree n(degrees)53-960 dated 30 September 1953 are fulfilled.

        14.1.3  In the event of an explicitly authorised sub-letting, the sub-
                tenant shall be jointly and severally liable for the performance
                hereof.

        14.1.4  As an exception to the foregoing, the Tenant is authorised to
                domicile any company in the Leased Premises.


14.2    Assignment

        14.2.1  The Lessee shall not assign or contribute its right to the
                present lease except to the acquirer of its business assets,
                where the Lessor is obliged to agree, on penalty of the contract
                being annulled. However, the Lessee is authorised to assign this
                lease in favour of a company whose profits for each of the three
                years preceding the date of assignment are three times the
                amount of the current annual rent as at the day of assignment,
                as determined herein, or, if it is a company listed on a stock
                exchange, whose market value is higher than FRF 500,000,000 as
                at the day of assignment.

        14.2.2  The Lessee shall remain joint and several guarantor with its
                assignee and all subsequent or successor assignees for the
                payment of past or future rents and charges due and for the
                performance of the conditions of the present lease, including
                all rental fees, etc., due, and the assignees are also jointly
                and severally liable.

        14.2.3  In all circumstances the assignment shall be recorded either by
                official deed or a private deed, and its text submitted to the
                Lessor within one month of it being signed, at the Lessee's
                expense, failure so to do being subject to the penalty of
                automatic termination of the lease, if the Lessor sees fit.
<PAGE>

     14.2.4  Moreover, any management lease agreement must contain the
             commitment by the Lessee to stand as joint and several guarantor of
             the tenant manager for the performance of the lease for the entire
             term of the management lease; if such commitment is lacking, the
             present lease may be automatically terminated, if Lessor sees fit.

     14.2.5  At any time, the Lessor shall be free to assign or contribute its
             rights and obligations under the present lease (and any renewals
             thereof) without it being necessary to undertake any specific
             formalities and in particular such formality as specified at
             Article 1690 of the civil code.

     14.2.6  In the event that a sub-letting or an assignment is authorised or
             if the present lease is terminated, if the authorities invoke
             Article 725 para. 3 of the general tax code ["CGI"] (or any text
             that amends or replaces such) concerning the transfer of the
             premises covered by the sub-letting or the assignment or
             termination cited above, the Lessee shall be personally liable for
             any claims by the authorities in this regard and shall be fully
             liable for disputing it or paying any duties or taxes that may be
             due such that the Lessor shall not be sought or disturbed.


Article 15 - LIABILITY AND RECOURSE

The Lessee states that it waives all recourse for liability against the Lessor
in the following circumstances:

a)   In the event of theft or other misdemeanour of which the Lessee may be the
     victim within the Leased Premises, since the Lessor has no obligation to
     supervise the Building and the Leased Premises.

b)   In the event of damage to furniture or goods that are located within the
     Leased Premises, consequent to leaks, seepage, humidity or other
     circumstances, since it is the Lessee's responsibility to protect against
     these risks, without recourse against the Lessor.

c)   The Lessee further commits itself not to claim from the Lessor any
     compensation, by reduction of rent or charges:

     -    in the event of stoppage to the distribution of water, electricity or
          other fluids, and in the event of a cessation to the operation for any
          reason whatsoever of the Building's technical plant and equipment
          (air-conditioning, goods lift, passenger lift, etc.) consequent to
          upkeep, repair, replacement, lack of supplies, strike and all other
          reasons that are outside the control of the Lessor;

     -    in the event of damage caused to the Leased Premises and to the
          objects or goods located therein, consequent to leaks, seepage,
          humidity or other circumstances, since it is the Lessee's
          responsibility to protect against these risks, without recourse
          against the Lessor;

     -    in the event of actions that produce liability of the other tenants,
          of their staff, suppliers or customers;

     -    in the event of a change or modification made by anyone whatsoever,
          and in particular by the Lessor, to the common parts of the Building;

     -    and generally for any action based on Article 1719-3(degrees) of the
          civil code.
<PAGE>

Article 16 - INSURANCE

The real and moveable property must be insured with insurance companies known to
be solvent, in the following way:

16.1    Insurance taken out by the Lessor

        The Lessor has taken out a policy guarantying the monetary consequences
        of the civil liability that the Lessor may incur as condominium partner.

        The Lessee shall reimburse to the Lessor the premiums that Lessor has
        paid, and these are considered to be charges under Article 10 above.

16.2    Insurance taken out by the Lessee

16.2.1  The Lessee commits to insure, for the entire term of the lease, with an
        insurance company known to be solvent and authorised to insure within
        France, the risks listed below:

        a)  Physical damage affecting work and improvements (fittings and
            fixtures) performed by the Lessee during the term of the lease and
            all objects, equipment or other furniture belonging to the Lessee
            and furnishing the Leased Premises resulting from events such as
            fire, lightning, explosion, water damage, leaks from sprinklers,
            electrical damage, crashes of aircraft and flying machines, crashes
            of vehicles belonging to third parties, natural disasters,
            hurricanes, cyclones, tornadoes, storms, and hail on the roofs,
            smoke, revolts and popular uprisings.

        b)  Its civil liability that it may incur pursuant to Articles 1382,
            1383 and 1384 of the civil code for all bodily injury and physical
            damage or loss of use occasioned to third parties and provoked
            directly or indirectly as a result of Lessee's activity, of the
            property mentioned in para. (a) above, and as a result of the
            activity of Lessee's agents or employees.

16.2.2  The Lessee commits to the following:

          . not to contravene in any way any of the clauses of its insurance
            policy or policies that could entail termination thereof;

          . to pay the premiums relating to its insurance policy or policies
            regularly on their due date;

          . to give evidence at the Lessor's first request of the performance of
            the above clauses, by producing the insurance policy or policies and
            receipts for the premiums relating thereto;

          . to inform the Lessor of any fact that makes it necessary to add a
            rider to the Lessor's insurance policies;

          . to inform the Lessor of the occurrence of any loss, as soon as
            Lessee becomes aware thereof, and of any repair that Lessee is
            carrying out which may become necessary during the lease, subject to
            the penalty of remaining personally liable for the damages whose
            amount could not validly be claimed from the Lessor's insurance
            company, once such notification was not provided or was provided
            late.
<PAGE>

          . to state in its insurance policy or policies that termination
            thereof shall not become effective until two calendar weeks after
            notification to the Lessor by the Lessee's insurer.

          . to delegate to the Lessor the benefit of its insurance policy or
            policies at Lessor's first request, so as to allow Lessor to
            exercise the privilege of the Lessor over the insurance pay-outs
            which would be paid in the event of loss. To this purpose, the
            Lessee undertakes to send a copy of the present Article to its
            insurers once the present lease is signed.

          . to do all that is required so that its insurers get in contact with
            the Lessor's insurers to avoid any contradictions and
            incompatibilities between Lessee's and Lessor's insurance.

16.2.3  Unless the Lessee takes out and renews the polices or pays the premiums
        relating thereto set down above, the Lessor reserves the right to do so
        and claim reimbursement of the premiums thus advanced from the Lessee.


Article 17 - ADMITTANCE TO THE PREMISES

17.1    The Lessee undertakes to allow the Lessor or Lessor's agents, during
        working days, except in an emergency, free access to the Leased Premises
        and to technical access trapdoors which would allow it in particular to
        check the condition of the Leased Premises or of the plant and
        equipment.

17.2    Moreover, for the six months after notification to the Lessee by the
        Lessor of Lessor's intention to sell the Building or for the six months
        prior to the end of the Lessee's occupation for any reason whatsoever,
        the Lessee undertakes to allow the Lessor to show the premises to
        potential buyers or tenants, according to schedules and conditions set
        jointly in advance between the parties.


Article 18 - RETURN OF THE LEASED PREMISES

18.1    Before vacating, and prior to removing furniture and equipment even in
        part, the Lessee shall give evidence by presenting receipts of the
        payment of the contributions for which Lessee is liable, in particular
        the business tax, both for past years and for the current year.

18.2    Lessee must also return the Leased Premises in a perfect state of repair
        and in a perfect state of cleanliness by comparison with the second
        condition report referred to in Article 3.5 or, in the contrary
        situation, pay the Lessor the cost of the work required to repair them.

        To this purpose, a jointly-approved condition report shall be drawn up
        in the presence of the Lessee, duly invited to attend, no later than one
        month before the expiration of the lease.

18.3    The Lessee shall within one calendar week as of being informed of the
        estimates drawn up by an engineer's workshop or by contractors approved
        by the Lessor, provide its consent concerning said estimates.

        If the Lessee does not express its intention to perform the work itself,
        Lessee must agree to have the work performed without delay by qualified
        contractors approved by the Lessor.

        The Lessor shall in all circumstances be entitled to request from the
        Lessee a daily compensation payment equal to double the last rent in
        application, inclusive of charges, for the term required for this repair
        work as of the expiration date of the lease.
<PAGE>

Article 19 - SUPERVISION OF THE LEASED PREMISES

19.1   The Lessee shall personally be responsible for supervision and guarding
       of the Leased Premises and its equipment.

19.2   The Lessor does not warrant the Lessee from disturbance from third
       parties, other tenants, occupants, which may affect Lessee's enjoyment,
       in particular in the event of theft or burglary with or without breaking
       and entering. The Lessee shall personally be liable for any insurance in
       this connection, and this insurance must exclude any recourse, whether
       direct or indirect, against the Lessor and its insurers.


Article 20 - DESTRUCTION OF THE LEASED PREMISES

20.1   If the Leased Premises are destroyed totally by obsolescence,
       construction fault or materials fault, flooding, strike, acts of civil
       ware, uprising or any other cause outside the control of the Lessor, this
       lease shall be terminated automatically, with no compensation payable by
       either party unless the destruction can be attributed to the Lessee.

20.2   If at least 50% of the useful surface of the Leased Premises is destroyed
       partially by obsolescence, construction fault or materials fault,
       flooding, strike, acts of civil ware, uprising or any other cause outside
       the control of the Lessor, the Lessee may either (i) terminate this lease
       with no compensation payable by either party, or (ii) be granted an
       abatement of rent during the reconstruction by the Lessor of the premises
       at a proportional rate of the useful floor surface that was destroyed.

       If the parties fail to reach agreement on the surface destroyed, this
       calculation shall be performed by an expert chosen by the parties and
       unless they appoint such an expert within 45 days following the date of
       the loss, this appointment shall be made at the request of the Lessor by
       the President of the Tribunal de Grande Instance [lower court] with
       jurisdiction over the area in which the Building is located, ruling in
       urgent session, the costs and fees arising therefrom being paid in equal
       parts by each party.

20.3   If the surface destroyed is less than 50% of the useful surface of the
       Leased Premises, the lease shall continue under the same terms and
       conditions and in particular in the same terms of rent.

20.4   In all circumstances, if the loss can be attributed to the Lessee, the
       lease shall continue under the same terms and conditions and in
       particular in the same terms of rent, with no affect as to the rights of
       the Lessor against the Lessee.


Article 21 - PENALTY CLAUSE

21.1   If a single rent payment and/or payment of accessory charges is not made
       at its contracted due date, and likewise in the event that the Lessee
       fails to perform one single clause, responsibility or condition of the
       present lease, said lease shall be terminated automatically, if the
       Lessor sees fit, without there being any need to formulate a request
       through the courts, one month after a simple order to pay or notice to
       perform containing a statement by the Lessor of its intention to take
       advantage of this clause, has remained without effect. The Lessee may
       then be evicted at a simple order in urgent session handed down by the
       President of the Tribunal de Grande Instance [lower court] who will state
       only that the penalty clause has taken effect, said order being
       constituting provision for payment by way of advance.
<PAGE>

21.2   Any further offer to pay the arrears or to comply with the conditions of
       the lease shall not have any effect on the application of this clause.

21.3   As of the date of the termination of the lease, the Lessor shall
       immediately and automatically take back full possession of the Leased
       Premises.

       Unless the Lessee vacates the Leased Premises, the Lessor shall
       automatically and without notice be eligible for payment of an occupation
       fee hereby set, for each day of delay, at double the current rent,
       calculated prorata temporis, this having no effect to any rights to legal
       damages in favour of the Lessor.

21.4   All court costs, legal fees and costs to do with measures of conservation
       or with discharge of legal notices, if such are necessary pursuant to the
       Law dated 17 March 1909, shall be payable by the Lessee, and shall be
       considered to be supplements and accessories of the rent.


Article 22 - TOLERANCES

22.1   This document may only be amended via a written explicit document in the
       form of a bilateral deed or exchange of mail.

22.2   It is formally agreed that any tolerance by the Lessor towards the
       clauses of the present lease, whatever the frequency with which they may
       occur and the term, shall not be considered to constitute a novation or
       to amend or rescind the clauses and conditions hereof, nor to produce any
       right whatsoever; the Lessor may always terminate same without notice.


Article 23 - INDIVISIBILITY OF THE LEASED PREMISES

By explicit agreement, the Leased Premises form an indivisible whole in the
joint intent of the parties, to the exclusive benefit of the Lessor.


Article 24 - COSTS

Each party shall be liable for its own costs, duties and fees of the present
document and all those which shall be the consequence thereof, with no exception
nor reservation.


Article 25 - REGISTRATION OF THE LESSEE

The Lessee undertakes to register its principal establishment in France and to
supply the Lessor with the details of this registration within six (6) months as
of the signature hereof; failure to do so will cause this lease to become null
and void, if the Lessor sees fit.


Article 26 - ELECTION OF LEGAL ADDRESS FOR SERVICE

For the performance hereof and of the consequences hereof, the parties state
that their legal address for service is:

- for the Landlord at its registered office; and
<PAGE>

- for the Lessee at the address of the Leased Premises (subject to the exception
set forth in article 3.2)


Article 27 - JOINT AND SEVERAL WARRANTY BY CMGI INC

As an essential and determining condition without which the Lessor would not
have made this agreement, the company CMGI Inc., a company registered under U.S.
law, whose registered office is located at 100, Brickstone Square, Andover,
Massachussetts 01810, U.S.A., will be jointly and severally liable for the
performance of the present Lease by the Lessee, its subsidiary, which fact is
explicitly and irrevocably accepted by the company CMGI Inc.according to the
terms of a correspondence dated May 9, 2000, of which a copy is attached in
Appendix 4.


Article 28 - SPECIAL STIPULATION - SIGN

The Lessor authorises the Lessee to place a sign on the condition that it
complies with the applicable town planning provisions, the condominium rules and
that Lessee obtain all the requisite permits therefor.

Installation of the sign shall be done and the risk of the Lessee.

The Lessor for its part undertakes to vote in favour of the placing of the
Lessee's sign, in the condominium meeting, on condition that the Lessee's plan
is reasonably justified.

The Lessee undertakes to dispose of the sign, at its sole expense, when it
vacates.


Executed at Paris in two original copies, on May 9, 2000.

                                             CMGI (UK) LIMITED

/s/ Illegible
---------------------                        ___________________________________
THE LESSOR                                   THE LESSEE


                                             /s/ Andrew J. Hajducky III
                                             -----------------------------------
                                             Andrew J. Hajducky III


                                             /s/ William Williams II
                                             -----------------------------------
                                             William Williams II
</TEXT>
</DOCUMENT>
