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VRSN > SEC Filings for VRSN > Form 8-K on 6-Oct-2008All Recent SEC Filings

Show all filings for VERISIGN INC/CA | Request a Trial to NEW EDGAR Online Pro

Form 8-K for VERISIGN INC/CA


6-Oct-2008

Entry into a Material Definitive Agreement


Item 1.01 Entry into a Material Definitive Agreement

On October 3, 2008, VeriSign, Inc. (the "Company") entered into a Consulting Agreement (the "Agreement") with Roger Moore, a member of the Company's Board of Directors since 2002. Pursuant to the terms of the Agreement, Mr. Moore will be eligible to receive: (i) a monthly retainer in the amount of $30,000 plus approved expenses to manage the daily operations of the Company's Communications Business Bundle (as defined in Exhibit A to the Agreement), (ii) a success bonus of $300,000 if the Communications Business Bundle is sold as a whole on or before December 31, 2008; and (iii) a success bonus of up to $600,000 to be apportioned on a pro rata basis if the Communications Business Bundle is sold as a whole for a price within the low and high end of a specified valuation of the Communications Business Bundle. Pursuant to the Company's previously announced divestiture plan, the Communications Business Bundle is scheduled to be divested by the Company.

Mr. Moore has been engaged in the management of the Communications Business Bundle since December 17, 2007 and will be eligible for retroactive payment of the retainer and approved expenses mentioned under item (i) above for services rendered subsequent to that date.

Mr. Moore is eligible for the bonus payments regardless of whether he accepts employment with the Communications Business Bundle following its sale. Should Mr. Moore or the Company terminate the Agreement before the Communications Business Bundle is sold, Mr. Moore will not be paid either success bonus. The Company may terminate the Agreement at any time for cause (as defined in the Agreement), and either party may terminate the Agreement without cause upon providing thirty days' notice.

If only a portion of the Communications Business Bundle is sold, the parties have agreed to negotiate, in good faith, a fair and reasonable success fee.


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