[client com] Fwd: [CWG-Stewardship] Sidley Austin LLP

Tue Mar 10 15:17:54 UTC 2015

Here is a response from another CWG member to the message just sent.
---------- Forwarded message ----------
From: James Gannon <james at cyberinvasion.net>
Date: Mon, Mar 9, 2015 at 7:16 PM
Subject: Re: [CWG-Stewardship] Sidley Austin LLP
To: John Poole <jp1 at expri.com>, Jonathan Robinson <
jonathan.robinson at ipracon.com>
Cc: "cwg-stewardship at icann.org" <cwg-stewardship at icann.org>

 The engagement letter states very clearly that while ICANN is the legal
client (They are paying the bill) that all direction is to come exclusively
from the Client Committee and that

“ICANN will have no rights or input as a client to direct or affect the
advice and consultation with the CWG”

I don’t feel that any accusations of bad faith are going to assist us in
moving forward with this CWG, I think that we need to be objective in our
reading of the engagement letter and listen to the very exact language used
in it

I urge that we as a group move on now that we have obtained legal
representation and let’s continue making some meaningful progress on what
we are all here to do, build a viable transition plan for the IANA
functions. If we allow ourselves to get bogged down in yet more topics of
administration and process we are not going to be able to make solid
progress before Istanbul.

*From:* cwg-stewardship-bounces at icann.org [mailto:
cwg-stewardship-bounces at icann.org] *On Behalf Of *John Poole
*Sent:* Monday, March 09, 2015 10:55 PM
*To:* Jonathan Robinson
*Cc:* cwg-stewardship at icann.org
*Subject:* Re: [CWG-Stewardship] Sidley Austin LLP

Jonathan:

I find this very troubling. ICANN is the client. Specifically,
CWG-Stewardship is NOT the client, so what good is Sidley Austin's advice?
Sidley Austin owes CWG-Stewardship none of the duties required of attorneys
to clients under the California Code of Professional Responsibility. This
is not what I understood CWG-Stewardship was getting, and I feel
CWG-Stewardship has been intentionally misled. For all intents and
purposes, ICANN could have made the same arrangements with Jones Day as
they did with Sidley Austin, and saved us the time and trouble. Has anyone
on the Client Committee reviewed independently the California Code of
Professional Conduct and sought the opinion of a qualified non-interested
California Attorney before agreeing to this? There are serious
ramifications as to who is the named "client"--including the duty of
loyalty--of which ICANN legal staff and Sidley Austin are fully aware. When
did the Client Committee agree that the client for our "independent legal
counsel" would be ICANN? Why was that not disclosed until now to all
members and participants of CWG-Stewardship? Jonathan, is this what you
mean by "good faith?" Let me make this plain for everyone--what the Client
Committee has obtained is "ICANN outside Legal Counsel" for our use, but
NOT Independent Legal Counsel--"Independent" means "independent of ICANN."
Now I understand why ICANN legal staff and Jones Day have been intimately
involved in the Client Committee process while members and participants of
CWG-Stewardship were intentionally kept in the dark. This is not "good
faith"--this reeks of "bad faith." -- John Poole

On Mon, Mar 9, 2015 at 4:16 PM, Jonathan Robinson <
jonathan.robinson at ipracon.com> wrote:

 All,

You may find the attached a more easily digestible summary of key terms.

Jonathan

*From:* Jonathan Robinson [mailto:jrobinson at afilias.info]
*Sent:* 09 March 2015 21:06
*To:* cwg-stewardship at icann.org
*Subject:* RE: Sidley Austin LLP

All,

Please see attached for the executed engagement letter with Sidley Austin.

Jonathan

*From:* Jonathan Robinson [mailto:jrobinson at afilias.info
<jrobinson at afilias.info>]
*Sent:* 08 March 2015 21:46
*To:* cwg-stewardship at icann.org
*Subject:* Sidley Austin LLP

Dear All,

As of Friday 6 March, the CWG-Stewardship has engaged Sidley Austin LLP to
advise and consult on the CWG’s development of a transition proposal.

In the past two weeks, the Client Committee shortlisted three firms,
interviewed each of them, and retained one. We chose to retain Sidley
primarily because they envisaged the engagement as consultation rather than
pure advice. In addition, Sidley presented a strong governance focus as
well as specific experience with the U.S. political environment (including
a former Congressman and a former Department of Commerce appointee).

Sidley is aware of the CWG’s tight timeframe and accepts the requirement
for highly transparent work methods. Also, the client relationship has been
clearly defined and emphasized in the retention letter in that *ICANN has
instructed Sidley to take direction exclusively from and provide advice and
consultation exclusively to the CWG, primarily through the CWG’s Client
Committee*.

Sidley has no previous client relationship with ICANN. No conflicts were
identified, however please note that Greg Shatan and Holly Gregory from
Sidley worked at the same firm over a decade ago.

The Client Committee will meet with Sidley Austin on Monday. This call will
be recorded and transcribed and we will then provide an update to the CWG
on Tuesday’s call, where we also plan to introduce the Sidley team to the
CWG.

Best wishes,

Jonathan & Lise

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