September 2016 - Iana-ipr - nro-apps-2.ripe.net

Signature exchange logistics/tally
by Jorge Contreras 30 Sep '16

30 Sep '16

All, Apologies if this has already been settled and I just didn¹t realize it, but here is a list of the signature pages that will need to be exchanged for the IANA IPR transaction and a way to keep track of what has been exchanged: Assignment Agreement ICANN Trust License Names ICANN (for Names Community) Trust License Numbers RIRs Trust License Protocol IETF Trust Community Agreement Trust RIRs [received] ICANN (for Names) IETF We have already received the RIR signatures on the Community Agreement. Everything else is still outstanding. I can keep this tally and distribute it as more signatures come in. Thanks! Jorge Jorge L. Contreras Contreras Legal Strategy LLC 1711 Massachusetts Ave. NW, No. 710 Washington, DC 20036 contreraslegal(a)att.net The contents of this message may be attorney-client privileged and confidential. If you are not the intended recipient, please delete this message immediately.

2 3

CCG reps contact information
by Alissa Cooper 29 Sep '16

29 Sep '16

Could the names and numbers communities send me the names and email addresses of your CCG reps? If the NTIA contract expires at the end of the week, I’ll get a mailing list setup for the CCG. Thanks, Alissa

2 1

Proposed Process for Executing Agreements
by Ray Pelletier 29 Sep '16

29 Sep '16

All; Below is a proposal for processing the documents for signing. Please advise if this works for you. Sam - Please advise when ICANN will be able to sign. Thanks Ray IANA Transition Proposed Doc Execution Process 1. The Trust will coordinate the execution of the Agreements with the Trust signing each document last. 2. Trust (Ray) will send the appropriate documents to the appropriate parties as follows: a. IANA IPR Assignment agreement to ICANN - Sam b. All IANA License agreements to ICANN - Sam c. Community Agreement sequence 1. RIRs - Alan Barrett to circulate among RIRs and return, then 2. Names - ICANN on behalf of Names - Sam, then 3. IETF - ISOC to execute after request by IAOC after request by IAB d. IETF Chair enters date at the top of each and signs all for the Trust “This ____ Agreement is entered into as of this ___ day of _____” e. Executed Agreements will be published online at: http://trustee.ietf.org/iana.html for retrieval by parties Note: all the Agreements have 21 Sept. 2016 in the upper LH corner e.g.: http://trustee.ietf.org/documents/Assignment_Agreement09-21-2016clean.htm All agreements: http://trustee.ietf.org/iana.html The purpose of this date was to identify the Agreements approved by the parties. We suggest deleting this.

8 14

Summary note posted
by Alissa Cooper 27 Sep '16

27 Sep '16

See https://www.ianacg.org/summary-of-changes-to-iana-ipr-agreements/ <https://www.ianacg.org/summary-of-changes-to-iana-ipr-agreements/>

1 0

Fwd: IETF Trust Approves IANA IPR Agreements
by Ray Pelletier 22 Sep '16

22 Sep '16

FYI Ray > Begin forwarded message: > > From: The IETF Trust <ietf-trust(a)ietf.org> > Subject: IETF Trust Approves IANA IPR Agreements > Date: September 22, 2016 at 4:53:27 PM EDT > To: "IETF Announcement List" <ietf-announce(a)ietf.org> > Reply-To: ietf(a)ietf.org > > The IETF Trust approved the IANA IPR Agreements for execution on > September 22, 2016. > > These agreements include: > > 1. The IANA IPR Assignment Agreement with ICANN that effects the > transfer of the IANA trademarks and domains from ICANN to the Trust, > > 2. The IANA IPR Community Agreement that effects an agreement with > the Names, Numbers and Protocol communities concerning the > assignment and maintenance of the IANA IPR, and > > 3. The IANA IPR License Agreements with ICANN for the use of the > IANA trademarks and domains for IANA services on behalf of the > Names, Numbers and Protocol communities. > > These agreements can be found here: > http://trustee.ietf.org/iana.html. > > The Agreements will become effective upon their signing and once > the IANA functions contract between NTIA and ICANN ends. > > Tobias > Chair > IETF Trust >

1 0

Effective date text
by Alissa Cooper 22 Sep '16

22 Sep '16

This is the text for consideration on Thursday: This Agreement will become effective on the date (“Effective Date”) that the IANA functions contract between NTIA and ICANN ends or is terminated, provided that date occurs before February 1, 2017. If such ending or termination has not occurred by February 1, 2017, this Agreement shall automatically terminate without further action of the Parties. Except as provided in the preceding sentence, no Party shall have the right to revoke or terminate this Agreement prior to the Effective Date. In the event that the CWG finds consensus around this tomorrow, I have edited all of the agreements to reflect this (attached). I also deleted the word “Draft” in the header on the first page and updated the date, in case these become the final documents for approval tomorrow. I will circulate clean versions in a separate email. Alissa

2 1

Clean agreement documents
by Alissa Cooper 22 Sep '16

22 Sep '16

1 0

IANA IPR follow-up call #11 | 21 Sep 16 | Meeting Notes & Chat
by Nathalie Vergnolle 21 Sep '16

21 Sep '16

Dear all, Please find below the notes and chat of IANA IPR call #11, held on 21 Sep 16. Recordings of the meeting are posted under the Meetings and Work Session section of the Implementation page found here: https://www.icann.org/stewardship-implementation . IANA IPR Follow-up Meeting #11 21 September 16:00 UTC Agenda: * effective date Audio only: Trang Nguyen Participants: Alan Barrett Alissa Cooper Athina Fragkouli Brenda Brewer Eduardo Jimenez (LACNIC´s Counsel) Greg Shatan Jari Arkko Jonathan Robinson Josh Hofheimer Michael Abejuela (ARIN) Nathalie Vergnolle Ray Pelletier Russ Housley Samantha Eisner Ted Hardie Yael Resnick (Sidley) Yuko Green Notes: No comments/issues on the latest version of the agreements except effective date language to be discussed here. Effective date: · Reviewed language proposed in section 7.11 of the community agreement. · No concrete effective date as of now. · For CWG, it should be linked to the transition, one way or another. · RIRs/Numbers in favor of signing prior to the effective date, like the SLA agreement has been. · Sidley layed out several procedural options. · Adding a deadline/sunset date could be sending a wrong or unintended message. · Having a sunset date is useful as it is unclear how things would evolve if the transition is postponed. · Some support for a 12-month term for sunset date. · IETF doesn't want to be bound to the transition for too long if it is postponed. · Sidley suggests setting sunset date to be the earliest of the dates approved by the various signatories. · Consensus to keep language with Feb 1, 2017 date. ACTION (Jonathan): get back to this group after tomorrow's CWG call with the outcome of the community discussion on the topic. Next Meeting: Wednesday, 28 Sept @ 19:00 UTC Chat: Brenda Brewer:Hello all and welcome to the IANA IPR Follow-up Meeting #11 on 21 September 2016 @ 16:00 UTC! Eduardo Jimenez (LACNIC´s Counsel):hello Michael Abejuela (ARIN):Hello everyone! Brenda Brewer:If your phone number is listed, please identify your name for attendance purposes. Thank you! Greg Shatan:I love a short agenda. Ray Pelletier:easier to talk about specific language Athina Fragkouli:thank you Alissa for this clarification Jonathan Robinson:@All. Please note that discussion with names community / CWG can only take place at our meeting tomorrow Jonathan Robinson:@Jari. That is a good point on the SLA and interesting thinking on your part. The new / improved (names) SLAs are something that I know the names community feels strongly about. Jonathan Robinson:@Allis and colleagues. Not so much disagreement but more an interpretation of the extent of our mandate and ability to operate outside of that. Ray Pelletier:Both accomplish the same thing. That is, if all goes well, it's OCT 1, but if not, then the later date of that and the NTIA contract ends Alissa Cooper:yep fair enough Ray Pelletier:If the transition does not occur before 1 January 2017, then agreements not effective Greg Shatan:That is one position, Ray. Ray Pelletier:we are making way too much of this - Ray Pelletier:KISS Greg Shatan:No point in having the Effective Date be too late eiither. Michael Abejuela (ARIN):so right now, is there any opposition from the other communities to executing now but having a condition precedent provision for effective date that we should discuss? Ray Pelletier:We should demonstrate with this language that we are reaay to go when the contract ends Jari Arkko:+1 for signing this month, one way or another Jari Arkko:ok with jorge's language Ray Pelletier:ok with jorge's language Jari Arkko:prefer that over escrow, btw Ray Pelletier:yes, no escrow Michael Abejuela (ARIN):To remain consistent with how we have done things (at least from the numbers community SLA), signing with the condition precedent language would be cleanest. No escrow Samantha Eisner:@Greg, there is a 1 Jan sunset in the IETF agreement as well so whatever message is sent, it's already there Samantha Eisner:I also do not take the sunset to preclude us from signing new agreements with a new date when appropriate Ray Pelletier:Yes, Sam Alan Barrett:Does NTIA have the ability to renew for a period shorter than 12 months? not by my reading of the existing contract, although I suppose they could first amend the contract and then renew for a short time. Greg Shatan:Wiill the IETF SLA sunset stop the Transition from occurring? Ray Pelletier:Alan I understand that NTIA could end it with 30 days notice Josh Hofheimer:I agree with Greg's comment. language can be seized upon with unintended consequences Greg Shatan:Or what is it's intended effect? Samantha Eisner:@greg, I think we'd have a collective obligation to put the correct agreements back into place before transition, if after 1 January Alan Barrett:The RIR SLA has 1 october 2017 as a sunset if the transition does not occur by then. Russ Housley:As I recall, that date was picked for the IETF SLA and the RIR SLA with the thought that 3 months was a likely window for the transition Samantha Eisner:Of note, ICANN would also be open to conditional language that does not include a sunset Russ Housley:@Alan: I thought the IETF SLA and the RIR SLA both had the same date. Am I wromng? Alissa Cooper:it gives the parties an opportunity to renegotiate at that time. Remember that the IETF is still operating under its 2014 SLA, when normally we update the SLA every year. So by Jan 2017 we will be almost 2 years late with no updated SLA. Greg Shatan:NTIA is highly unlikely to terminate without a clear political path to doing so. Alan Barrett:RIR/ICANN SLA says: 10.1.1 This Agreement has no force or effect unless the Condition Precedent is satisfied on or before 1 October 2017. Michael Abejuela (ARIN):Sunset date in Numbers Community SLA is Oct 1, 2017 Jonathan Robinson:@Jari and others. I understand that ICANN has indicated willingness to consider partial implementation in new circumstances and I am certainly willing to raise this same issue with the CWG. Greg Shatan:Why would any party want to amend these agreements? Why would any party want to let any other party "re-trade" these agreements? Greg Shatan:This should be a steady state, along with the rest of the Transition. Ted Hardie:Greg, I meant amend the date, sorry if that wasn't clear. Greg Shatan:Can somebody remind me what the purpose of the sunset is, given the contingency section? Greg Shatan:If that's the reason for the sunset, it should be a much longer period. Michael Abejuela (ARIN):Greg, I believe it was so that we didn't have a conditional open-ended agreement open without an end date. Jorge had commented in a previous call that without a sunset provision he felt it was defective if I recall correctly Jonathan Robinson:@Alan. That (12 month term) seems sensible to me. I'd like to hear a counter-point if there is one. Michael Abejuela (ARIN):Greg would you support a 12 month sunset term? Greg Shatan:I personally could support a 12 month sunset term. Jari Arkko:don't think 12 month is appropriate, personally Greg Shatan:What would be re-thought? Samantha Eisner:To Ted's point, the mechanism tracks to teh SHORTEST of the conditional clauses Greg Shatan:Not "relitigating" -- it's never been agreed to. Jari Arkko:+1 to ted Greg Shatan:There's no "as is." Samantha Eisner:which supports the fact that the agreements rely on the existence of all the community agreements Ray Pelletier:we can keep it as proposed . the CR will end on 9 Dec, we can re-visit this then if needed. Greg Shatan:I can support a year. Greg Shatan:Let's not give those people ammo. Ray Pelletier:The Trust needs to approve Agreements tomorrow Ted Hardie:Greg, has any published statement used these? Ted Hardie:I just don't see this as ammo; no one is questioning whether the communities are willing. Greg Shatan:I think we would need to take this back to the CWG. A persuasive reason for the January 1 "walkaway date" would be necessary. Ray Pelletier:Yes, December Greg Shatan:A "walkaway date" raises those questions, Ted. Ted Hardie:It's not a "walkaway date"--that characterization is completely unwarranted. Russ Housley:I can live with February Ted Hardie:It's a date by which a specific agreement ends. The community remains in close cooperation. Greg Shatan:That's what these types of dates are called, generically, in the transactional world. Ted Hardie:We can adjust as needed, and we will no better (either the end of this week or December) what dates are needed. Ted Hardie:sorry, know better. Ray Pelletier:Trust Mtg is 12:00 PM ET, GMT -04 Michael Abejuela (ARIN):so for taking back to the communities, is there something that is materially gained by a 3 month sunset vs. a 12 month sunset? It would help in understanding Ray Pelletier:And the IETF SLA is the later of 1 Oct, NTIA contract ends if occurs within 3 months Jonathan Robinson:I am sorry if I missed it but is there signifiicant opposition to / concern with current language at 12 months? If not, then 6 months Ted Hardie:I think this concern about the optics is misplaced. Ted Hardie:If we fail to agree to these agreements over this, the impact is much higher than any such optics would be. Michael Abejuela (ARIN):So we cannot get agreement to execution by September 30, condition precedent language and sunset at 12 months? Greg Shatan:Michael, I would support that and optimistic CWG would do so. Michael Abejuela (ARIN):I can't hear Jari Greg Shatan:What happens if the IETF SLA hits Jan 1 without a transition? Go b ack to current SLA? Look for another IANA provider? Jonathan Robinson:@Michael, Greg, we seem to be on the same page Greg Shatan:Jari, can you sell us on a short date? Alissa Cooper:well, 2014 SLA remains in effect even as of now Greg Shatan:So no significant consequences. Alissa Cooper:but who knows how long our community will put up with the inability to update our SLA Alissa Cooper:no, I disagree. our SLAs are important to us. Greg Shatan:This was never intended to happen without the transition. So that's not a "give," Greg Shatan:Forever doesn't have to be 3 months. Ray Pelletier:The Transition is not a period it's a point - it's 1 October, or when the NTIA contract ends Eduardo Jimenez (LACNIC´s Counsel):is it acceptable for all february 1st. Jari Arkko:back... was dropped Ray Pelletier:All the Agreements will have same language Greg Shatan:I meant significant immedaite consequences. I understand the need for progress on the SLAs. Jari Arkko:I am ok with feb 1, but not later Eduardo Jimenez (LACNIC´s Counsel):@jari Eduardo Jimenez (LACNIC´s Counsel):that is the latest acceptble foryou Greg Shatan:You're cutting out Josh Ray Pelletier:cant hear Michael Abejuela (ARIN):keep cutting in and out Ray Pelletier:But didn't sound workable Russ Housley:Can we take the current language with a date of 1 Feb? Who objects? Eduardo Jimenez (LACNIC´s Counsel):is everone ok with february 1 Ray Pelletier:And leave sunset blank in all the agreements? Eduardo Jimenez (LACNIC´s Counsel):I think the RIR are ok with that Jonathan Robinson:@Josh. Sounds like you are on mobile or speaker and this cuts in and out Ray Pelletier:need a sunsset in the agreements Ray Pelletier:Josh type suggestion into chat Greg Shatan:If we put Feb 1., and we get to Feb 1 without the transition happening, what happens to the transition? Greg Shatan:Since the transition is dependent on this piece. Alissa Cooper:that is the same situation we have today, greg. transition hasn't happened, IPR has not been transferred. Greg Shatan:But now we have an agreement about what will happen. Greg Shatan:Or we should have an agreement.... Josh Hofheimer:thank you Alan. yes. Ray Pelletier:Goal - is everyone executes Michael Abejuela (ARIN):Greg, I would expect in that situation, prior to Feb 1, we would work together to agree on another sunset date if all parties were still on board with the transition. Eduardo Jimenez (LACNIC´s Counsel):@greg same results that with january 1 Ray Pelletier:not wait until something happens Josh Hofheimer:tHe date would be the earliest of the dates approved by the various signatories Greg Shatan:Michael, that's a big, big "if." And reflects my concerns about being "on board" for the transition. Jonathan Robinson:If we stick with 7.11 as currently worded, I suggst we have three options on date - short (feb 1), medium (Apr 1) or long (12 months) Eduardo Jimenez (LACNIC´s Counsel):@jonathan I agree Ray Pelletier: This Agreement will become effective on the date ("Effective Date") that the IANA functions contract between NTIA and ICANN ends or is terminated, provided that date occurs before January 1, 2017. If such ending or termination has not occurred by February 1, 2017, this Agreement shall automatically terminate without further action of the Parties. Except as provided in the preceding sentence, no Party shall have the right to revoke or terminate this Agreement prior to the Effective Date. Ray Pelletier:Feb 1 - both dates Ray Pelletier: This Agreement will become effective on the date ("Effective Date") that the IANA functions contract between NTIA and ICANN ends or is terminated, provided that date occurs before February 1, 2017. If such ending or termination has not occurred by February 1, 2017, this Agreement shall automatically terminate without further action of the Parties. Except as provided in the preceding sentence, no Party shall have the right to revoke or terminate this Agreement prior to the Effective Date. Ray Pelletier:Support? Eduardo Jimenez (LACNIC´s Counsel):@ray support Greg Shatan:How can we assure people we are committed to completing the transition even after Feb 1. Ray Pelletier:@Greg - tomorros problem Russ Housley:Please ask the CWG on the call this week whether the current language with 1 feb is acceptable. Greg Shatan:Tomorrow is the CWG meeeting, so I agree it's tomorrow's problem. Ray Pelletier:Let's respect everyones time spent already and do this - Michael Abejuela (ARIN):support @ray - and agree that most important thing is to get something signed before Sept, 30 Jonathan Robinson:We have 7.11. We simply need to agree a date. It will be very helpful to know why the IETF trust needs a window of less than 12 motnths in order to explain to CWG Michael Abejuela (ARIN):+1 Jonathan, would be helpful to have that explanation, perhaps on the list since we are short on time here Greg Shatan:Agree with Jonathan. We need to sell a short date, and explain why it doesn't mean that IETF Trust may decline to participate after that date. Eduardo Jimenez (LACNIC´s Counsel):+1 jonathan Jonathan Robinson:@Alissa and otheres, that will be helpful. Thank-you. Eduardo Jimenez (LACNIC´s Counsel):bye Michael Abejuela (ARIN):Thank you everyone Greg Shatan:Bye all. Thanks, Nathalie. Direct line: +1-310-578-8957 Mobile: +1-310-938-1037 Skype: nathalie.vergnolle.icann Jabber: nathalie.vergnolle(a)jabber.icann.org

1 0

IANA IPR Agreements
by Jorge Contreras 21 Sep '16

21 Sep '16

All, As promised, I have attached revised versions of the Assignment Agreement, Community Agreement and the three License Agreements, redlined to show changes made since the last drafts. Mostly I have inserted names and addresses and the definition of IANA Names Services provided on today¹s call. With respect to effectiveness, we consulted the IETF-ICANN SLA, which contains the following language: "This agreement is effective as of 1 October 2016 unless the IANA agreement between NTIA and ICANN has not ended or terminated, and then it will become effective at that time, so long as such event occurs within three months of that date.² This provides for a deferred effectiveness, with a 3-month sunset period. To adapt this for the IANA IPR Agreements, I have proposed the following: 1. Preamble: delete the definition ³Effective Date² 2. Definitions Section: Change Definition of Effective Date to reference Section x (new paragraph in the Miscellaneous section) rather than the Preamble. 3. Add new Section x ³Effectiveness. This Agreement will become effective on the date (³Effective Date²) that the IANA functions contract between NTIA and ICANN ends or is terminated, provided that date occurs before January 1, 2017. If such ending or termination has not occurred by January 1, 2017, this Agreement shall automatically terminate without further action of the Parties. Except as provided in the preceding sentence, no Party shall have the right to revoke or terminate this Agreement prior to the Effective Date. Please let me know if you have any questions or corrections in any of these agreements. Once the wording is agreed, I can generate clean, executable documents. Best regards, Jorge Jorge L. Contreras Contreras Legal Strategy LLC 1711 Massachusetts Ave. NW, No. 710 Washington, DC 20036 contreraslegal(a)att.net The contents of this message may be attorney-client privileged and confidential. If you are not the intended recipient, please delete this message immediately.

5 5

Next steps
by Alissa Cooper 20 Sep '16

20 Sep '16

Since public comments have closed, I think we have the following tasks outstanding to finalize the IPR agreements. In the license agreement we are still awaiting a definition of “Names Community” (1.24). Can one of the names folks indicate when that is forthcoming? All of the agreements need final editorial clean-up: addresses and names of signatories need to be filled in, the headers indicating “Draft XX August” need to be removed, all other bracketed text needs to have brackets removed, the license agreement needs to be split into three agreements, the community agreement needs to have the final license agreements included as appendices, etc. Jorge, could I ask you to take up the task of producing final versions of all of the documents with these issues cleared up and filled in? You’ll need to ask signatories to provide names/addresses to you for inclusion. If it would be possible to have this done in advance of our call on Monday, that would be ideal. Once the documents are finalized, I can put together a posting for the ICG site that summarizes the outcome of the public comment process and the changes that were made by us. For Monday’s call, we can plan to: - Agree that we are done with the documents - Agree on text for a posting to the ICG site - Review schedule and mechanics for getting the agreements signed - Confirm each community’s plans to have initial CCG members appointed by Sept 30 (if folks have updates on that to share via email ahead of time, that would be good) Given the above, I think we can reduce from two hours to one for our Monday call. Does anyone object if we have our call be 20:00-21:00 UTC instead of 19:00-21:00 UTC on Monday? Thanks, Alissa

5 7