[client com] Reply to Sidley Comments on Proposed Principal Terms of IANA Intellectual Property Agreements

Hofheimer, Joshua T. jhofheimer at sidley.com
Tue Jul 5 20:21:36 UTC 2016

Thanks, and a happy holiday weekend to anyone in the US or Canada!

Speak to you Thursday.


+1 213 896 6061
jhofheimer at sidley.com<mailto:jhofheimer at sidley.com>

From: Greg Shatan [mailto:gregshatanipc at gmail.com]
Sent: Monday, July 04, 2016 4:04 PM
To: Hofheimer, Joshua T.
Cc: Client Committee; Flanagan, Sharon; Gregory, Holly; Resnick, Yael; Greeley, Amy E.
Subject: Reply to Sidley Comments on Proposed Principal Terms of IANA Intellectual Property Agreements


Attached please find a chart setting out the key issues raised by Sidley, along with proposed responses, comments and questions prepared by the Client Committee.  We look forwarding to discussing these with you on the call scheduled for Thursday.  If you have any questions in the interim, please do not hesitate to reply to this email.

Best regards,


On Wed, Jun 1, 2016 at 1:42 AM, Hofheimer, Joshua T. <jhofheimer at sidley.com<mailto:jhofheimer at sidley.com>> wrote:
Dear Client Committee,

Attached please find Sidley comments to the Proposed Principal Terms for the IPR-related Agreements, clean and marked against the draft received in the prior email on May 20.  For your convenience, we also re-attach a copy of an August 15 memo that Sidley prepared for CWG regarding IANA IPR, which is referenced in our comments.

Please let us know if you have any follow-up questions or would like to discuss further.

Best regards,

Joshua Hofheimer
Sidley Austin LLP
jhofheimer at sidley.com<mailto:jhofheimer at sidley.com>
(213) 896-6061<tel:%28213%29%20896-6061> (LA direct)
(650) 565-7561<tel:%28650%29%20565-7561> (Palo Alto direct)
(323) 708-2405<tel:%28323%29%20708-2405> (cell)

From: Greg Shatan [mailto:gregshatanipc at gmail.com<mailto:gregshatanipc at gmail.com>]
Sent: Friday, May 20, 2016 9:23 AM
To: Flanagan, Sharon; Gregory, Holly; Hofheimer, Joshua T.
Cc: Client
Subject: Fwd: Proposed Principal Terms of IANA Intellectual Property Agreements

Sidley Colleagues,

Attached please find "Proposed Principal Terms for the IPR-related Agreements" for your review and comment.  This has been certified by the CWG.  This is currently under review by counsel for the numbers and protocols communities.  Since their review began some time ago, a prompt (but not rushed) review would be greatly appreciated.  Please let us know if you have any questions regarding the attached or the note below.

Best regards,


---------- Forwarded message ----------
From: Greg Shatan <gregshatanipc at gmail.com<mailto:gregshatanipc at gmail.com>>
Date: Thu, May 12, 2016 at 11:09 AM
Subject: Proposed Principal Terms of IANA Intellectual Property Agreements
To: "cwg-stewardship at icann.org<mailto:cwg-stewardship at icann.org>" <cwg-stewardship at icann.org<mailto:cwg-stewardship at icann.org>>

I've attached the current draft of the Proposed Principal Terms of IANA Intellectual Property Agreements.  This is the "stable" draft which has now been in existence for a few weeks.  The other two communities have passed this document on to their counsel for review and comment.  The intention is to certify this document to Sidley for review and comment, assuming the CWG approves that action on today's call.

In addition to the attached document, two subsequent suggestions were made in the coordination group that prepared this document.  The intention is to pass these along to Sidley as well.  The suggestions, and my reactions, are set out below.

First in the bit about the registration rules for iana.org<https://urldefense.proofpoint.com/v2/url?u=http-3A__iana.org_&d=CwMFaQ&c=Od00qP2XTg0tXf_H69-T2w&r=PyftdYkqjEDMIx5o_kyQ1bCTTkOV655ea67oiCGUI9M&m=AVC4yUCgXaUprZ_LifbJYjApzlNDFaliVQIUU9Ipcl4&s=IDCcQA7OV9lPFKOhAjsIbfc5bmc7p2MSFFD009Hr6Zc&e=> and
friends, the first introduction of "to prohibit updates" or whatever
it is, we could add a footnote to make it clear that what we're
talking about are status values in the shared registration system --
clientUpdateProhibited, clientDeleteProhibited, and
clientTransferProhibited.  I think this is just a clarification, and
no big deal.


A more substantive suggestion came from John Levine, who suggested
that we specify that the CCG needs to publish at its first meeting,
and then update from time to time, the quorum rules and other
decision-making processes they use.  A suggestion in the room was that
the rules be open to the CCG, except that quorum requires not only a
majority but some guarantee that at least one appointee from each of
the communities must be present for quorum.  I think this is a good
principle, because it ensures openness and procedural consistency (no
making up rules when a decision is needed).  Does anyone object?  Does
it seem reasonable?

>Overall, this seems sensible.  On CCG procedures, we may want to have a "charter" for the group, although there may be other ways to ensure that rules are in place.  As such, how we put those rules in place should be kept general (i.e., not so specific as 'publish at its first meeting').  However, the point on quorum is one where we might want to be specific now -- this echoes discussions we've been having about quorum and decisions making in the CSC oversight group for IANA functions.  I think a majority with at least one rep from each community is a pretty reasonable "floor" for quorum requirements and one I have no trouble supporting at this point.  Of course, this and many other details will get resolved when we move from this "term sheet" stage to "definitive documentation."  What's most important now is to keep moving toward that stage.


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