This excerpt taken from the VRSN 10-Q filed Aug 8, 2008.
18. ASSIGNMENT AND SUBLETTING
18.1 Tenant shall not, voluntarily or by operation of law, (a) assign, mortgage, pledge, encumber, sell or transfer this Lease, in whole or in part, or (b) make any sublease, or permit occupancy of the Premises or any part thereof by anyone other than Tenant, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. No consent to any assignment or sublease in a specific instance shall operate as a release of Tenant from liability under this Lease. No consent to any assignment or sublease in a specific instance shall operate as a waiver of the need for such consent in any subsequent instance. Landlords consent to any proposed assignment or sublease may be subject to the consistency, in Landlords reasonable judgment, of the proposed assignees or subtenants business with other uses and tenants in the Building. In the event that any assignee or subtenant pays to Tenant any amount in excess of the Basic Rent then payable hereunder, or pro rata portion thereof on a square footage basis for any portion of the Premises so assigned or subleased, after deducting therefrom an amount equal to the reasonable expenses incurred by
Tenant in connection with such sublease or assignment (including but not limited to brokerage fees, fit-up expenses, tenant improvements allowances, free rent periods, marketing costs, advertising fees and attorneys fees), which expenses shall be amortized on a straight light basis over the remaining Term of the Lease, then Tenant shall promptly pay fifty percent (50%) of said excess to Landlord as and when received by Tenant.
18.2 Any provision of this Lease to the contrary notwithstanding, Tenant shall have the right, at any time and from time to time and without notice (except as expressly provided in Section 18.3, below) or consent, (a) to sublet all or part of the Premises to any other Tenant Affiliate; or (b) assign this Lease to a Successor; or (c) permit occupancy of the Premises by the personnel of any entity that acquires a Tenant Affiliate or substantial portion of such Tenant Affiliates assets for a reasonable transition period following such acquisition. Any assignment or sublease under this Section 18.2 shall not operate as a release of Tenant from liability under this Lease. For the purpose of this Section 18.2, control shall mean the ownership of twenty percent (20%) or more of the direct or indirect voting securities or beneficial interests of an applicable entity. Further, notwithstanding anything in this Lease to be contrary, Tenant shall also have the right to permit, at any time and from time to time and without notice or consent, Affiliates and Successors to occupy all or any portion of the Premises without any formal agreement between Tenant and such entities.
18.3 In the event of the subletting or an assignment of this Lease to a Tenant Affiliate or a Successor, Tenant shall notify Landlord, in writing, prior to such subletting or assignment, as the case may be, and shall deliver to Landlord copies of any sublease or assignment documentation executed by Tenant and Tenant Affiliate.
18.4 No consent to any subletting or assignment shall release Tenant from or otherwise affect Tenants continuing primary liability (which, following any such assignment, shall be joint and several with the assignee).