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Agreement and Plan of Merger

Agreement and Plan of Merger

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This Agreement and Plan of Merger involves

inCode Telecom Group, Inc | VeriSign, Diego Acquisition Corporation | VeriSign, Inc

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Title: Agreement and Plan of Merger
Date: 7/12/2007

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Employment Offer Letter between the Registrant and John M. Donovan

EXHIBIT 10.25

November 20, 2006

John Donovan

Dear John:

On behalf of VeriSign, Inc. (“VeriSign”), I am pleased to confirm your regular full-time position of Executive Vice President, Worldwide Sales and Services reporting to Stratton Sclavos. This offer of employment with VeriSign is contingent upon the closing of the acquisition (the “Acquisition”) of inCode Telecom Group, Inc. (the “Company”) by VeriSign pursuant to the terms and conditions of that certain Agreement and Plan of Merger to be entered into by and among VeriSign, Diego Acquisition Corporation, the Company and John Donovan, as Representative (the “Merger Agreement”).

The details of your compensation package are as follows:

Annual Base Salary: $450,000 (Paid Bi-Weekly), minus applicable withholdings and deductions

Stock Options: I will recommend to the VeriSign Board of Directors that you be granted Non Qualified Stock Option to purchase 200,000 shares of Common Stock. If granted, the price of shares will be based on the fair market value on the date of grant. You will be eligible to exercise up to twenty-five percent (25%) of your total shares one year from the date of grant. Each subsequent quarter (3 months) an additional 6.25% of your total shares will become eligible to exercise while VeriSign employs you.

Restricted Stock Units: I will recommend to the VeriSign Board of Directors that you be awarded 25,000 Restricted Stock Units (the “Units”). If awarded, the Units will be 100% vested four years from the date of the award with 25% of the Units vesting on the yearly anniversary date of the award.

Annual Bonus: You are eligible to participate in the 2007 VeriSign Bonus Plan (the “Bonus Plan”). Your targeted bonus percentage for the Bonus Plan is 60% of your annual base salary. Eligibility for payment under the Bonus Plan is governed by the terms and conditions thereof.

Relocation: VeriSign will provide a maximum of $1,500,000, minus applicable withholdings and deductions, in relocation benefits. A separate relocation agreem

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