VRSN » Topics » Authority

This excerpt taken from the VRSN DEF 14A filed Apr 14, 2009.

Authority

The Committee shall have the resources and authority necessary to discharge its duties and responsibilities. The Committee has sole authority to engage and terminate outside counsel or other experts or consultants, as it deems appropriate, including sole authority to approve the firms’ fees and other retention terms. The Company

 

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will provide appropriate funding, as determined by the Committee, for the payment of compensation to the Company’s independent auditor, outside counsel, and other advisors as the Committee deems appropriate, and administrative expenses of the Committee that are necessary or appropriate in carrying out its duties. In discharging its oversight role, the Committee is empowered to investigate any matter brought to its attention. The Committee will have unrestricted access to the Company’s books, records, facilities, and personnel. Any communications between the Committee and legal counsel in the course of obtaining legal advice will be considered privileged communications of the Company, and the Committee will take all necessary steps to preserve the privileged nature of those communications. The Committee may form and delegate authority to subcommittees and may delegate authority to one or more designated members of the Committee.

This excerpt taken from the VRSN 10-Q filed Aug 8, 2008.

28. AUTHORITY

28.1 Landlord and Tenant each represents and warrants to the other party that it has full right, power and authority to enter into and perform all of its obligations under this Lease, without the consent or approval of any other entity or person, and that it is making these representations knowing that the other party will rely thereon.

28.2 Landlord and Tenant each further represents and warrants to the other that the signatory of this Lease on its behalf has full right, power and authority to act for and on behalf of it in entering into this Lease.

29. LANDLORD EXCULPATION. Tenant hereby acknowledges and agrees that, notwithstanding anything herein to the contrary or any Legal Requirements to the contrary, the liability of Landlord and the Landlord Parties hereunder and any recourse by Tenant against Landlord or the Landlord Parties shall be limited solely and exclusively to Landlord’s interest in and to the Property, and neither Landlord nor any of the Landlord Parties shall have any personal liability thereof, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant.

30. TRANSFER OF LANDLORD’S INTEREST. Tenant hereby acknowledges and agrees that Landlord has the right to transfer all or any portion of its interest in the Property and in this Lease and that in the event of any such transfer, Landlord shall automatically be released from all liability under this Lease and Tenant agrees to look solely to such transferee for

 

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the performance of Landlord’s obligations hereunder after the date of such transfer. The liability of any transferee shall be limited to the interest of such transferee in the Property and such transferee shall be without personal liability under this Lease, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. Tenant further acknowledges and agrees that Landlord may assign its interest in the Lease to a Mortgagee as additional security, and Landlord agrees that such an assignment shall not release Landlord from its obligations hereunder and that Tenant shall continue to look to Landlord for the performance of its obligations hereunder.

This excerpt taken from the VRSN DEF 14A filed Apr 15, 2008.

Authority

The Committee shall have the resources and authority necessary to discharge its duties and responsibilities. The Committee has sole authority to engage and terminate outside counsel or other experts or consultants, as it deems appropriate, including sole authority to approve the firms’ fees and other retention terms. The Company

 

A-1


Table of Contents

will provide appropriate funding, as determined by the Committee, for the payment of compensation to the Company's independent auditor, outside counsel, and other advisors as the Committee deems appropriate, and administrative expenses of the Committee that are necessary or appropriate in carrying out its duties. In discharging its oversight role, the Committee is empowered to investigate any matter brought to its attention. The Committee will have unrestricted access to the Company's books, records, facilities, and personnel. Any communications between the Committee and legal counsel in the course of obtaining legal advice will be considered privileged communications of the Company, and the Committee will take all necessary steps to preserve the privileged nature of those communications. The Committee may form and delegate authority to subcommittees and may delegate authority to one or more designated members of the Committee.

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