FORM C0-451(REV. 12-14)

U.S. DEPARTMENT OF COMMERCE
GRANT X COOPERATIVE AGREEMENTAMENDMENT TOFINANCIAL ASSISTANCE AWARD

AWARD NUMBER
NCR-92-18742

CFDA NO. AND NAME
11 .- National Telecommunications and Information Administration
PROJECT TITLE

RECIPIENT NAMEAMENDMENT NUMBERVeriSign, Inc.

34

STREET ADDRESS
12061 Bluemont Way

EFFECTIVE DATE
October 19, 2016

CITY, STATE ZIP

EXTEND PERIOD OF PERFORMANCE TO(IF APPLICABLE)

Reston, Virginia 20190-5684
COSTS ARE REVISED AS
FOLLOWS:PREVIOUS
ESTIMATED COSTADD

DEDUCTTOTALESTIMATED COST

FEDERAL SHARE OF COST

$0.00

$0.00

$0.00

$0.00

RECIPIENT SHARE OF COST

$0.00

$0.00

$0.00

$0.00

TOTAL ESTIMATED COST

$0.00

$0.00

$0.00

$0.00

REASON(S) FOR AMENDMENTPursuant to Section I.B.2.A of Amendment 19, as amended by Section 2 of Amendment 30, the Department approves the amendment tothe .com Registry Agreement attached hereto as Exhibit A. Consistent with the Special Award Condition, the Department reserves theright to conduct a public interest review prior to November 30, 2018. The Department's approval of the amendment is not intended toconfer federal antitrust immunity on Verisign with respect to the .com Registry Agreement Except as modified by this Amendment, thetenms and conditions of the Cooperative Agreement, as previously amended, remain unchanged.

This Amendment Document (Fonn CD-451) signed by the Grants Officer constitutes an Amendment of the abovereferenced Award, which may include an obligation of Federal funding. By signing this Fonn CD-451, the Recipientagrees to comply with the Amendment provisions checked below and attached, as well as previous provisions
Incorporated into the Award. If not signed and returned without modification by the Recipient within 30 days of receipt,
the Grants Officer may unilaterally withdraw this Amendment offer and de-obligate any associated funds.
X SPECIAL AWARD CONDITIONSLINE ITEM BUDGETOTHER(S)

SIGNATURE OF DEPARTMENT OF COMMERCE GRANTS OFFICER.

./\~TYPED H-~IJ

I()

E, AND SIGNATURE OF AUTHORIZED RECIPIENT OFFICIAL/.

(JI/DATE

D. James Bidzos, Chief Executive Officer, VeriSign Inc.

I I~ ((,I'(DATEto[ao\t~Award ACCS Information

Award Contact Information

Co.ntact Mame

Contact TypeThomas C. ldelicarto

NIST Grants Officer:
Dean Iwasaki
100 Bureau Drive, MS 1650
Gaithersburg, MD 20899-1650(301) 975-8449

Em allPbone

tindelicarto@verisign.com

NIST Grants Specialist:
Nuria Martinez
100 Bureau Drive, MS 1650
Gaithersburg, MD 20899-1650(301) 975-6215

SPECIAL AWARD CONDITIONS NCR-92-18742
Amendment Thirty-Four (34)
Whereas, VeriSign, Inc. ("Verisign") and the Internet Corporation for Assigned Names andNumbers ("ICANN") have executed a Root Zone Maintainer Service Agreement ("RZMA"),
which is a necessary step in the lANA Stewardship Transition, that shall become effective upon
the Department's discharge under the Cooperative Agreement ofVerisign's obligations
pertaining to the root zone maintainer functions;
Whereas, Verisign and ICANN have also agreed to an amendment of the .com Registry
Agreement to extend its tenn to coincide with the tenn of the RZMA in order to promote thesecurity, stability and resiliency ofthe root zone maintainer functions given the common
infrastructure and services shared by the .com registry and the root zone maintainer functions;
Whereas, the Department and Verisign acknowledge that the amendment to extend the tenn ofthe .com Registry Agreement will facilitate the timely, secure and stable completion of the lANA
Stewardship Transition;
Whereas, the Department concluded in connection with the renewal of the .com Registry
Agreement in 2012 for a six year tenn, the Maximum Price of$7.85 for Registry Services was in
the public interest;
Whereas, the amendment to the .com Registry Agreement, requires that the Maximum Price forRegistry Services shall remain at $7.85 through November 30, 2024, subject to Section 7.3(d)(ii)of the .com Registry Agreement;
Whereas, the Cooperative Agreement will expire on November 30, 2018, unless the Department
exercises, in its sole discretion, its right to extend the tenn of the Cooperative Agreement underSection I.B.l 0 of Amendment 19, as amended by Section 4 of Amendment 32.
Whereas, the Department is not at this time exercising its right to extend the tenn of theCooperative Agreement;
Therefore, Verisign and the Department agree as follows:
1. The Department, in view ofthe circumstances set forth above, hereby approves theamendment to the .com Registry Agreement attached hereto as Exhibit A as in the publicinterest. This approval is not intended to confer federal antitrust immunity on Verisignwith respect to the .com Registry Agreement, as amended.
2. The Department retains the right to conduct a public interest review for the sole purposeof determining whether the Department will exercise its right under Section I.B.l 0 ofAmendment 19, as amended by Section 4 of Amendment 32, to extend the tenn of
Cooperative Agreement. Verisign agrees to cooperate fully in any such review; and towork in good faith to reach mutual agreement with the Department to resolve issues

identified in such review; and to work in good faith to implement any agreed uponchanges as of the expiration of the current term of the Cooperative Agreement.
3. Upon signature by both parties, Verisign shall provide a copy of the amendment to the.com Registry Agreement to the Grants Officer and to the Federal Program Officer.
4. Except as modified by this Amendment, the terms and conditions of the CooperativeAgreement, as previously amended, remain unchanged.

EXHIBIT A

FIRST AMENDMENT TO .COM REGISTRY AGREEMENT
This FIRST AMENDMENT TO .COM REGISTRY AGREEMENT (this"Amendment") is dated as of LJ, 2016 (the "Amendment Effective Date") and is entered intoby and between INTERNET CORPORATION FOR ASSIGNED NAMES AND
NUMBERS, a California nonprofit public benefit corporation ("ICANN"), and VERISIGN,INC., a Delaware corporation ("Verisign"), and amends the parties' executed .com Registry
Agreement effective as of December l, 2012 (the "Agreement"). Capitalized terms used hereinshall have the meanings assigned to them in the Agreement.
WHEREAS, the parties believe that extending the Agreement will enhance the security
and stability of the Internet and the TLD;
WHEREAS, the parties entered into the Agreement in order to set forth theirunderstandings and agreements with respect to the .com TLD; andWHEREAS, the parties are entering into this Amendment m order to effect certain
modifications to the Agreement.
NOW, THEREF:ORE, in consideration of the promises, mutual covenants andagreements in this Amendment, and other good and valuable consideration, the receipt andsufficiency of which are acknowledged, the parties agree, as follows:I.

Amendments to Agreement. Effective as of the Amendment Effective Date.

(a)
Section 4.1 of the Agreement is hereby deleted ahd replaced in its entiretyby the following new Section 4.1:
"Section 4.1 Term. The term of this Agreement shall expire on November 30,2024, as extended by any renewal terms (the "Expiration Date")."(b)Section 7.3(d)(i) ofthe Agreement is hereby deleted and replaced in its
entirety by the following new Section 7.3(d)(i):"(i) from the Effective Date through November 30, 2024, US $7.85;"
2.
Future Amendments. The parties shall cooperate and negotiate in good faith toamend the terms of the Agreement (a) by the second anniversary of the Amendment EffectiveDate, to preserve and enhance the security and stability of the Internet or the TLD, and (b) as
may be necessary for consistency with changes to, or the termination or expiration of, theCooperative Agreement between Registry Operator and the Department of Commerce.
3.
Agreement; No Other Amendment; Reaffirmation. Except as amended by thisAmendment, the Agreement shall remain in full force and effect according to its tenns and shallbe read and construed as if the tenns of this Amendment were included therein. The parties
acknowledge and agree that each shall be bound and obligated to perform all of its respective
obligations under the Agreement as amended by this Amendment, and that all references in such
document to the Agreement shall mean and include the Agreement as amended hereby.
4.
Incorporation By Reference. This Amendment incorporates by reference theprovisions set forth in Section 8.6 (Amendments and Waivers), Section 8.7 (No Third Party
Beneficiaries), Section 8.8 (Notices, Designations and Specifications), Section 8.9 (Language),
Section 8.10 (Counterparts) and Section 8.11 (Entire Agreement) as if fully set fonh herein .
IN WITNESS WHEREOF, ICANN and Verisign have caused this Amendment to be
executed and delivered by their duly authorized officers as of the Amendment Effective Date.
INTERNET CORPORATION FOR ASSIGNED NAMES AND NUMBERS
By:-----------------------------------

Name:
Title:--------------------------------------------------------------------VERISIGN, INC.
By:----------------------------------Name:--------------------------------Title:2