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DOCUMENT ID: NRO01
24 October 2003
1. The Number Resource Organization
The name of this organization is the Number
Resource Organization (NRO).
The organization shall begin operations on the date
this document is signed by the last founding Regional Internet Registry
(RIR).
The organization shall initially be unincorporated,
but may be legally incorporated in a jurisdiction acceptable to all RIRs.
Any legal obligations incurred or undertakings made by the NRO either
in its unincorporated status, or once incorporated, shall require the
prior written commitment of all RIRs through the signature of all RIR
CEOs.
The NRO will include those RIRs who are signatories
to this document. The domicile and characteristics of this legal incorporation
shall be agreed to in a supplemental writing signed by each RIR before
it can be executed.
2. Purpose
The NRO shall be operated for the purpose of:
Serving as the coordinating mechanism of the RIRs
to act collectively on matters relating to the interests of the RIRs,
as delegated to the NRO by the unanimous written agreement of the RIRs.
Undertaking any joint operational or external
activities delegated to the NRO by the RIRs.
Entering into appropriate cooperative agreements
with representative Internet coordination or administrative bodies (including
any national, international or public sector entity), on such terms
as the NRO Executive Council deems appropriate, in order to coordinate
the activities of the NRO with the activities of those of those bodies.
3. Role of RIRs in NRO
The four RIRs whose signatures are affixed to this document are
referred to as "founding RIRs." Additional RIRs to the founding
RIRs shall acquire the same legal status as the founding RIRs have in
relation to the NRO upon the Executive Council finding the additional
RIRs meet the criteria and process described in Section 14, and the new
RIR signing the current version of this document.
4. Organizations Within
the NRO
The NRO shall consist of the following suborganizations:
the NRO Executive Council,
the NRO Number Council and
a NRO Secretariat.
There shall be no compensated employees of the
NRO while it remains an unincorporated entity, but RIRs may donate funds,
personnel, services and equipment to the NRO at their individual discretion
in addition to the provisions for cost sharing in Section 13 of this
document. After incorporation, the NRO may employ temporary or permanent
staff and incur expenses for services for specific NRO activities or
functions, when the RIRs, acting through the CEOs of the RIRs or the
Executive Council, have provided written approval for such hiring and
expenditures, and have provided adequate funds to meet such expenditures.
5. Offices
The operational office of the NRO shall reside with the NRO Secretariat
under the direction of the NRO Executive Council.
6. NRO Executive Council
The NRO Executive Council represents the NRO and its suborganizations
in all matters.
a. Responsibilities.
The NRO Executive Council shall be the sole body
empowered to represent the NRO, any of its component entities, and
the RIR community in any interaction with any external organization,
including any national, international or public sector entity as needed.
The NRO Executive Council shall be solely empowered
to:
represent the RIRs on issues specifically
delegated by the RIRs to the NRO, and
commit RIR resources in support of NRO activities,
when unanimous agreement by the members of the Executive Council
has been reached, to the extent that such resources have been
or will be made available by the RIRs.
The NRO Executive Council shall ratify or reject
proposed global IP number resource policies. Such decisions shall
be based on open and transparent procedures which are ratified by
the regional address policy fora.
The NRO Executive Council shall, by unanimous
approval of its members, develop procedures for conducting business
in a transparent manner in support of their responsibilities and submit
these procedures to the Boards of all RIRs to obtain their approval.
b. Composition.
The NRO Executive Council shall consist of one
person selected by each RIR.
Each RIR Board shall be responsible for selecting
an individual who is capable of performing the responsibilities described
in Section 6(a) of this document.
The Chair of the NRO Executive Council shall
be one of its members, and rotate on a regular annual basis once an
initial order of the founding RIRs is agreed, in synchronization with
the Secretariat function. RIRs added after the founding members shall
assume the last position in the rotation as they are added. If the
RIR Board which selected the person who is on the NRO Executive Council
replaces the appointee, the superceding appointee shall immediately
take the place of the predecessor person.
The Chair of the NRO Executive Council is empowered
to sign documents and contracts on behalf of the NRO for any item
approved unanimously in writing by the Executive Council. The cost
of such contracts shall be equally divided among the RIRs, unless
a specifically described alternative agreement is reached for allocating
such costs.
7. NRO Number Council
The NRO Number Council shall act in an advisory capacity to the NRO Executive
Council with the council's activities described as follows:
Responsibilities.
The NRO Number Council shall be responsible for
the provision of advice to the Executive Council concerning the ratification
of proposed global IP number resource allocation policies.
The NRO Number Council shall act as a point of
consultation to external entities on proposed global IP number resource
policies, addressing questions that may be raised concerning such
policy proposals, maintaining a dialogue with the entity and the RIRs
concerning these proposals as required.
The NRO Number Council shall develop procedures
in an accessible, open, transparent and documented manner for conducting
business in support of their responsibilities and submit these procedures
to the Executive Council for approval.
Composition.
The members of the NRO Number Council shall include:
One person appointed by the Board of each of
the RIRs. If the RIR Board which selected the person who is appointed
to the NRO Number Council replaces the appointee, the superceding
appointee shall immediately take the place of the predecessor.
Two individual members selected via an open,
accessible, documented and transparent procedure by the regional
policy forum of each RIR shall be members of the NRO Number Council.
The Chair of the NRO Number Council shall be a member of the NRO
Number Council elected by a majority of the members of the NRO Number
Council by secret ballot for a term not to exceed one year.
Each emerging RIR shall be entitled to nominate
up to three observers to the NRO Number Council. These observers shall
not enjoy the privileges of membership and, specifically, observers
cannot vote on the Number Council and cannot serve as the Number Council
Chair.
8. NRO Secretariat
The NRO Secretariat shall undertake such operational responsibilities
of the NRO organization, as directed by the NRO Executive Council.
The operation of NRO Secretariat shall rotate on
an annual basis amongst the RIRs unless the NRO Executive Council unanimously
directs the hiring of a professional staff at a fixed or changing location.
The NRO Secretariat shall be responsible for those functions as designated
by the NRO Executive Council.
The specific functions of the NRO Secretariat shall
include:
a. Coordinate administrative matters relating to
the functions of the NRO Executive Council and NRO Number Council.
b. Publish information related to activities of the NRO.
c. Other functions as designated by the NRO Executive Council.
9. Advisory Appeals Process
The NRO shall establish an NRO Advisory Appeals Panel, with one representative
from each RIR region, but whose members shall not be employees or Board
members of the RIRs. Advisory Appeals Panel members shall be knowledgeable
members of the Internet community proposed for this role by the NRO Executive
Council, for the purpose of hearing complaints relating to failure on
the part of an RIR, the NRO or an NRO suborganization to follow its documented
policy development process concerning global IP number resource policies.
The panel shall not decide on the merit(s), or lack thereof regarding
the underlying policies, but may provide a written report to the Executive
Council indicating the Advisory Appeals Panel's evaluation of the complaint.
The Advisory Appeals Panel shall adopt such policies
and procedures as are necessary to make it accessible and open, transparent
and documented. These policies and procedures should include, but are
not limited to, voluntary or requested recusal of representatives, procedures
for reporting to the Executive Council, and procedures to address any
allegation of fraudulent or dishonest conduct by representatives.
The Advisory Appeals Panel, at its sole discretion,
may dismiss frivolous, repetitive or nuisance complaints without further
review. The Advisory Appeals Panel decision is intended to serve as a
persuasive advisory opinion, and it provides no basis for legal action
in any jurisdiction.
10. Arbitration
a. In the event that an RIR is in dispute with the NRO relating
to implementation of global policies, or with another RIR relating to
the implementation of a coordinated policy, the NRO shall, at the request
of one RIR, notify the others and arrange arbitration via ICC rules in
the jurisdiction of Bermuda, or such other location as is unanimously
agreed upon by each of the parties to the arbitration.
b. An organization which believes it has met the
criterion of Section 14, but is refused the same legal status by the Executive
Council in Section 3, may request and will be granted the right to arbitration
pursuant to this provision.
c. This arbitration provision is not related in
any way to the Advisory Appeals Process, described above. This arbitration
provision creates no rights for any party except the RIRs who are signatories
to this document, and such RIRs who are additional members as described
in this document.
11. Global IP Number
Resource Policy Development Process
Global Policies may be proposed to the NRO by any RIR member of the NRO.
The NRO Secretariat will format such materials and distribute them to
the RIRs and the NRO Number Council.
The NRO Number Council is then responsible for advising
the NRO Executive Council on the ratification of such policies according
to the following procedure:
a. The NRO Number Council shall undertake a review
of any such policy to confirm that the documented RIR procedures were
followed in its development and approval.
b. The NRO Number Council shall publicly post a last call for comments
on the proposed policy for a defined period (30 days) to assure itself
that the significant viewpoints of interested parties were adequately
considered. According to the results of this call, the NRO Number Council
may then give a recommendation to the NRO Executive Council on whether
the policy can be ratified.
c. If it is the determination of the NRO Number Council the policy should
not be recommended for ratification in clause 11b, it shall be referred
by the NRO Number Council back to the RIRs for their consideration.
12. Technical Activity
Technical activities may be assigned by the RIRs to the NRO.
The NRO Executive Council may delegate to the Secretariat
the performance of technical activities.
13. Finances
The following procedures shall apply to the NRO concerning financing the
operation of the NRO:
a. NRO expenses must be approved in advance solely
by unanimous authorization of the NRO Executive Council, and shall be
borne by the RIR signatories on an equal basis of each RIR, unless specifically
superceded by a specific or general per capita agreement by the NRO
Executive Council.
b. An RIR that is subject to legal claims for its role in carrying out
any duly authorized NRO activity shall have the right to seek contributions
for its defense or to defray any resulting judgment pursuant to paragraph
"a." Such contributions must be specifically authorized by
the NRO Executive Council on a case- by-case basis.
c. After incorporation, the NRO shall seek appropriate liability insurance
to cover its activities and all RIRs shall contribute equally to cover
this expense, unless superceded by a specific or general per capita
agreement by the NRO Executive Council.
14. Recognition of New
RIRs
Global IP Number Resource Policies shall include objective, non- discriminatory
and transparent criteria for recognition of new RIRs.
The criteria and associated process for such recognition
shall be published by the NRO as a matter of Global IP Number Resource
Policy.
15. Limitation
This MOU does not create any partnership, agency, association or franchise
arrangement. Nothing in this MOU permits any party to transfer or assign
any interest, right or obligation under this MOU without the prior written
consent of each signatory party to this MOU. The RIRs who are founding
members to this agreement do not agree to accept responsibility for financial
commitments made by the NRO in contravention of this agreement.
16. Amendment and Precedence
of this MOU With Respect to Other Documents Subsequently Created
The provisions of this MOU may be changed only by a writing signed by
all RIRs agreeing upon such a change. Any such writing can be signed in
counterparts. Any such writing shall indicate, with particularity, any
portion of this Agreement that is intended to be superceded. Such a superceding
document must make an explicit reference to this document citing to the
date of this agreement.
AGREED:
Asia Pacific Network Information Centre
By:__________________________________ Date:24 October 2003
The American Registry for Internet Numbers
By:__________________________________ Date:24 October 2003
Latin American and Caribbean Internet Addresses Registry
By:__________________________________ Date:24 October 2003
Réseaux IP Européens Network Coordination Centre
By:__________________________________ Date:24 October 2003
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