[NRO-IANAXFER] Contract details

Seun Ojedeji seun.ojedeji at gmail.com
Tue Jan 6 17:39:35 CET 2015


Well just for the record, I am not about what it is called as I have always
been of the opinion that the content is what matters. So I guess we would
both be asking filiz who seem to make a distinction on both

Cheers!
sent from Google nexus 4
kindly excuse brevity and typos.
On 6 Jan 2015 16:49, "Richard Hill" <rhill at hill-a.ch> wrote:

>  Dear Seun,
>
> In many jurisdictions, the title of a document (MoU, contract, convention,
> or whatever) does not determine its legal effects.  What determines its
> legal effects is the content of the document.  So something labelled MoU
> might, in some jurisdictions, be a contract.
>
> In order to avoid uncertainly, it seems better to me to label the document
> contract. And to be sure that none of its clauses are inconsistent with the
> law of the jurisdiction of the contract.  Although I don't recall a
> discussion of the matter, I presume that the new contract will contain a
> choice of law clause, so it will be clear what law applies.
>
> Best,
> Richard
>
> -----Original Message-----
> *From:* ianaxfer-bounces at nro.net [mailto:ianaxfer-bounces at nro.net]*On
> Behalf Of *Seun Ojedeji
> *Sent:* mardi, 6. janvier 2015 16:39
> *To:* Filiz Yilmaz
> *Cc:* ianaxfer at nro.net
> *Subject:* Re: [NRO-IANAXFER] Contract details
>
>  Hi Filiz,
>
> I like to comment on few sections of your comment...kindly find inset
>
> On Tue, Jan 6, 2015 at 1:33 PM, Filiz Yilmaz <koalafil at gmail.com> wrote:
>
>> Hello,
>>
>> In the the context of policy coordination matters, such as in
>> ASO/NRO/ICANN Board setting, a MoU serves well, I agree, but that is a
>> separate case and I do not think an MoU will suffice in a
>> specific-service-providing setting as in this case...........A contract is
>> legally more binding then an MoU
>>
>
> Could you clarify why you think contract is more binding than MoU? It seem
> you are implying that the MoU between NRO and ICANN is not as legally
> binding?
>
>
>>  and a renewable contract ensures there is a check mechanism for the
>> parties involved in any contract, both for IANA operator and the RIRs in
>> this context.
>>
>
> And you don't think those "check mechanisms" can be written in a MoU?
>
>
>>  Otherwise a timeless contract will be legally too binding for all
>> involved.
>>
>
> Okay i think this is absolutely off my radar of understanding(i am not a
> lawyer) perhaps you could kindly explain what you mean by the statement
> above.
>
> Regards
>
>>
>>
>> On Tue, Jan 6, 2015 at 11:56 AM, Seun Ojedeji <seun.ojedeji at gmail.com>
>> wrote:
>>
>>>  Hello Alan,
>>>
>>> Coming back to you on this now that i have some time. Kindly find inset
>>>
>>> On Mon, Jan 5, 2015 at 2:23 PM, Alan Barrett <apb at cequrux.com> wrote:
>>>
>>>> On Fri, 02 Jan 2015, Seun Ojedeji wrote:
>>>>
>>>>> In my personal opinion, it doesn't matter whether it's a fixed term
>>>>>> with periodic renewal, or an indefinite term, provided there's provision
>>>>>> for immediate termination upon breach of contract or failure to meet SLAs.
>>>>>>
>>>>> I think there may be a difference in the 2 scenario as periodic
>>>>> renewal will mean initiating a process at the end of each fixed term(which
>>>>> could require some level of resources). As you have rightly mentioned
>>>>> above, providing termination conditions on the basis of SLA is what is most
>>>>> important, so an indefinite term similar to the MOU that established ASO
>>>>> would not reduce the strength of the agreement but could save us some
>>>>> resources.
>>>>>
>>>>
>>>> We discussed this in the CRISP Team teleconference today.  We think
>>>> that a fixed term (with provision for periodic renewal) makes more sense
>>>> for a few reasons:
>>>>
>>>
>>> Well it depends on how we view "making sense" in this context because
>>> the NRO/ICANN MOU is not term based neither is RFC2860 and it does not in
>>> anyway diminish the possibility of achieving what you have listed below.
>>>
>>>>
>>>> - renewal should not consume much additional resources over and above
>>>>   the periodic review which will be done in any case;
>>>>
>>>
>>> I wonder what other periodic review is refereed to here other than
>>> reviewing the SLA; could you kindly clarify the review you refer and what
>>> that will entail?
>>>
>>>
>>>> - it makes it easier to revise the SLA from time to time;
>>>>
>>>
>>> Well i don't agree that you need to have a term based contract to revise
>>> SLA at least(unless i missed something) the IETF SLA is revised annually to
>>> supplement the MOU
>>>
>>> - it makes it possible to terminate the contract for reasons other
>>>>   than breach.
>>>>
>>>> Maybe you should state the other reasons (different from the ones
>>> stated in the agreement) that will justify that having a termed based
>>> contract is ideal, otherwise i think the content of the agreement is what
>>> in important.
>>>
>>> In anycase, its okay if that is what achieves consensus. However, i
>>> think i should note that this community is quite matured and may not need
>>> this level of un-necessary bureaucracy; we should continue to be an example
>>> for other communities.
>>>
>>> Regards
>>>
>>>>
>>>> --apb (Alan Barrett)
>>>>
>>>> _______________________________________________
>>>> ianaxfer mailing list
>>>> ianaxfer at nro.net
>>>> https://www.nro.net/mailman/listinfo/ianaxfer
>>>>
>>>
>>>
>>>
>>> --
>>>
>>> ------------------------------------------------------------------------
>>>
>>>
>>>
>>>
>>>
>>> *Seun Ojedeji,Federal University Oye-Ekitiweb:
>>> http://www.fuoye.edu.ng <http://www.fuoye.edu.ng>Mobile: +2348035233535**alt
>>> email: <http://goog_1872880453>seun.ojedeji at fuoye.edu.ng
>>> <seun.ojedeji at fuoye.edu.ng>*
>>>
>>> The key to understanding is humility - my view !
>>>
>>>
>>>
>>> _______________________________________________
>>> ianaxfer mailing list
>>> ianaxfer at nro.net
>>> https://www.nro.net/mailman/listinfo/ianaxfer
>>>
>>>
>>
>
>
> --
>  ------------------------------------------------------------------------
>
>
>
>
>
> *Seun Ojedeji,Federal University Oye-Ekitiweb:
> http://www.fuoye.edu.ng <http://www.fuoye.edu.ng>Mobile: +2348035233535**alt
> email: <http://goog_1872880453>seun.ojedeji at fuoye.edu.ng
> <seun.ojedeji at fuoye.edu.ng>*
>
> The key to understanding is humility - my view !
>
>
>
-------------- next part --------------
An HTML attachment was scrubbed...
URL: <https://www.nro.net/pipermail/ianaxfer/attachments/20150106/13625b20/attachment.html>


More information about the ianaxfer mailing list