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

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

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Clean agreement documents
by Alissa Cooper 22 Sep '16

22 Sep '16

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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

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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.

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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

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IANA IPR Follow-up Call #10 | 19 September 16 | Meeting Notes & Chat
by Yuko Green 19 Sep '16

19 Sep '16

Dear all, Please find below the notes and chat of IANA IPR call #10, held on 19 September 2016. Recordings of the meeting will be posted under the Meetings and Work Session section of the Implementation page found here: https://www.icann.org/stewardship-implementation Regards, Yuko Green *** IANA IPR Follow-up Meeting #10 19 September 20:00 UTC Agenda: 1. Agree that we are done with the documents 2. Agree on text for a posting to the ICG site 3. Review schedule and mechanics for getting the agreements signed 4. Confirm each community’s plans to have initial CCG members appointed by Sept 30 Notes: License Agreement & Community Agreement • The definition of the "Names Community" was provided by Greg Shatan to replace the "TBD" ACTION (Jorge): Fill in the blank to finalize the documents within 24 hours ACTION (Lise & Jonathan): Confirm the definition of the "Names Community" with CWG 3. Review schedule and mechanics for getting the agreements signed • Discussed the signature date and the effective date ACTION: Each operational community to have internal conversation about signature and effective dates ACTION (Sam): Share the condition precedence language with the IPR group after discussion 4. Confirm each community’s plans to have initial CCG members appointed by Sept 30 • CWG still in discussion ACTION (Staff): Send a Doodle for next week follow-up call Chat: Brenda Brewer:Welcome all to the IANA IPR Follow-up Meeting on 19 September 2016 @ 20:00 UTC! Josh Hofheimer (Sidley):Hello all Athina Fragkouli:hello! Michael Abejuela (ARIN):Hello everyone! Ray Pelletier:hello Athina Fragkouli:indeed Alan sent this information to the ML Ray Pelletier:is there Muzak so we know this works? Athina Fragkouli:@Jorge if you need anything else please let me or anyone else from the RIRs know Samantha Eisner:ICANN will use the main address Greg Shatan:The listed chartering organizations the Cross Community Working Group to Develop an IANA Stewardship Transition Proposal on Naming Related Functions (“CWG”) – namely, the Country Code Names Supporting Organization (“ccNSO”), the Security and Stability Advisory Committee (“SSAC”), the Generic Names Supporting Organization (“GNSO”), the At Large Advisory Committee (“ALAC”) and the Governmental Advisory Committee (“GAC”) – that have affirmed or hereafter affirm in writing that they agree to be included as participants herein (collectively, the “Names Community”). Greg Shatan:The listed chartering organizations the Cross Community Working Group to Develop an IANA Stewardship Transition Proposal on Naming Related Functions (“CWG”) – namely, the Country Code Names Supporting Organization (“ccNSO”), the Security and Stability Advisory Committee (“SSAC”), the Generic Names Supporting Organization (“GNSO”), the At Large Advisory Committee (“ALAC”) and the Governmental Advisory Committee (“GAC”) – that have affirmed or hereafter affirm in writing that they agree to be included as participants herein (collectively, the “Names Community”). Josh Hofheimer (Sidley):in the first line it should say "...of the Cross" Greg Shatan:The listed chartering organizations of the Cross Community Working Group to Develop an IANA Stewardship Transition Proposal on Naming Related Functions (“CWG”) – namely, the Country Code Names Supporting Organization (“ccNSO”), the Security and Stability Advisory Committee (“SSAC”), the Generic Names Supporting Organization (“GNSO”), the At Large Advisory Committee (“ALAC”) and the Governmental Advisory Committee (“GAC”) – that have affirmed or hereafter affirm in writing that they agree to be included as participants herein (collectively, the “Names Community”). Jonathan Robinson:We can check and if necessary get it signed off on Thursday this week. Jonathan Robinson:CWG meeting is set for 14h00 UTC Thursday. Jari Arkko:We do need to have final contracts Ray Pelletier:Trust is Noon Thursday ET, UTC - 4 Jari Arkko:is there a way to do this on e-mail at the CWG? Jonathan Robinson:@Alissa. Sligth variation. Check the record and if this has been previously agreed, then stick with it. If not, then obtain approval or approved variation on Thursday. Jari Arkko:Jonathan: would your plan + obtain approval on list be feasible? Jonathan Robinson:No objection from me Greg Shatan:I'm fine with that Jonathan Robinson:@Jari. It may be possible to sort out on list. We should not presume so. Lise Fuhr:+1 Jari Arkko:Suggest sept 30 Jonathan Robinson:I would think October 1 Jorge Contreras:The assets will transfer on the Effective Date. Does that affect the date we want to be the ED? Greg Shatan:October 1 is probably more appropriate. Michael Abejuela (ARIN):Agreed october 1 should be the earliest Ray Pelletier:NTIA contract through 30 September Ray Pelletier:? Greg Shatan: There should be a massive simultaneous spasm at the time of transaction. Sort of a mini Big Bang. Greg Shatan:transaction - transition. Michael Abejuela (ARIN):Agree with Greg since the IPR items are born out of the transition. should all be simultaneous at time of transition Ray Pelletier:Seems like there shouldn't be any hiatus between expiration of contract and new multistakeholder model - seems 1 October ought to be the effective date Ray Pelletier:1 Oct is a Saturday Ray Pelletier:All signatures in place by 5 October Lise Fuhr:I agree with Greg on this Lise Fuhr:It could be seen as sneaking something through Michael Abejuela (ARIN):It seems to be the cleanest to make things consistent with the other components of the transition - both logistically and from the optics of it all. Greg Shatan:This is a downstream result of the transition, I'm not sure why this would happen aside from the transition. But groups can always talk. Alissa Cooper:I do not think anyone is trying to sneak anything, nor do I think anyone is looking forward to re-starting conversations about this later. I Alissa Cooper:Nor do I think it's true that there is no substance gained from effectuating these agreements. Alissa Cooper:I understand the reality of this situation, but just wanted to voice my disagreement with those points. Alissa Cooper:some of us are just looking for progress Samantha Eisner:THe contingency language is quite similar among the IETF MoU, the RIR SLA and the IANA Naming FUnctions Agreement Alissa Cooper:Sam, could you paste the contingency language in the chat? Samantha Eisner:so in theory the language has been agreed upon. Or we could follow Jorge's direction and leave blank Samantha Eisner:Here's the language from the Naming Functions Agreement: . This Contract shall be effective as of the last date on which the following conditions have been satisfied: (a) the agreement between ICANN and the United States Department of Commerce (“DOC”), effective as of 01 October 2012 (including any extension thereof) has terminated or expired and (b) ICANN has accepted the responsibility to coordinate and administer the services that were previously provided thereunder. Michael Abejuela (ARIN):The Condition Precedent language from the RIR SLA: Condition Precedent: The occurrence of any event or circumstance under which (i) theOperator is released from its obligations to provide services substantially similar to theIANA Numbering Services, under its contract with the National Telecommunications andInformation Administration, United States Department of Commerce (“DOC”), dated on orabout July 2012 (or any extension thereof) and (ii) the Operator has accepted theresponsibility to provide the IANA Numbering Services. Jorge Contreras:Is there no sunset date in these contingency clauses? Jorge Contreras:Can a party get out of an agreement if the closing doesn't happen in x days/months/years? Samantha Eisner:We have not built a sunset in Jari Arkko:Ted's characterisation is very clear. Thanks. Ted Hardie:I think the uniqueness is a question of timing, more than something inherent in the changes. Ted Hardie:Many of these could have been incremental changes over the years. Ted Hardie:Now they are "a closing", as you put, and I don't think we can change that at this piont. Ted Hardie:But we don't need to close off the future discussion as a result, as Sam pointed out. Greg Shatan:Documents can change until they're signed, as long as the parties agree to those changes. andrew sullivan:invitation came just at beginning of the call Yuko Green:Next call is 16:00 UTC this Wednesday Jonathan Robinson:Will anything have changed / developed by Wednesday? andrew sullivan:well, people could consult with their relevant groups about alternatives Alissa Cooper:Personally I feel that I need more time to consider the different options and Weds would provide more time to consider that. Ray Pelletier:+1 Greg Shatan:Most of the alternatives have no substantive effect. The only one that does is signing and making it effective before everything else moves. Michael Abejuela (ARIN):That is true, but I also think we all want some finality in the documents as early as possible. Greg Shatan:I think it was ignored. andrew sullivan:Fair point Greg Shatan:Because nobody thought anything would be complicated about signing these and making them effective on the same date as everything else. Jonathan Robinson:To set expectations, I do not see any signiificant devellopments from the CWG by Wed Jorge Contreras:I think the contingency language is defective because it has no sunset clause. I would want to consider adding such a clause. Jari Arkko:I'd like to suggest Jorge, Sam, Josh to work together to figure out specific language. FWIW I prefer language that has some contingency clause. But again, i'm not blocking on this issue. Michael Abejuela (ARIN):+1 to Jari...let's have specific language to consider Ray Pelletier:Ys, Sam Ray Pelletier:Ys, Sam Alissa Cooper:I think if the sunset could be included such that it can easily be taken out without affecting the rest of the contingency, that would help Ted Hardie:I agree with Jari--reusing the contingency seems the best course, if we are taking the "closing" metaphor view of this. Jorge Contreras:It would take more study to determine whether a party can terminate an agreement if a contingency is not met. I'm not aware that is automatic. Samantha Eisner:yes, we can try to draft Josh Hofheimer (Sidley):Until the contingency is lifted, there is binding agreement. Josh Hofheimer (Sidley):'no' binding agreement Samantha Eisner:I agree with Josh on the ability to revoke Jorge Contreras:Given that we are dealing with parties around the world, the revocation right should be part of the language Greg Shatan:I'm holding out for a big signing bonus. Jonathan Robinson:Thanks Josh. Bit .. we will have 3 regardless Greg Shatan:Sorry to cause problems. Greg Shatan:Is 10% of the Auction Proceeds to much to ask for? :-) Athina Fragkouli:thank you

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Summary note for ICG site
by Alissa Cooper 19 Sep '16

19 Sep '16

Here is a draft note for posting to the ICG site. — Summary of Changes to IANA IPR Agreements There were seven public comments <link> submitted regarding the IANA IPR agreements, one of which was a correction to a previously submitted comment. One comment <http://ianacg.org/pipermail/ianaiprpubliccomment_ianacg.org/2016-September/…>was about the transition in general. There was nothing actionable for the IPR agreements from this comment. All of the other comments were supportive of the IANA IPR agreements as written. As a result, no edits to the agreements were made on the basis of the public comments received. However, at the time the agreements were put out for public comment, there were a number of placeholders in the text that required further discussion amongst the parties to the agreements and the operational communities in order to be finalized. These items have been addressed as follows: ASSIGNMENT AGREEMENT Section 6.1: The term of indemnification has been set at 3 years. LICENSE AGREEMENT Section 4.3.c: ICANN agrees to cover cost of ongoing enforcement actions existing as of the Effective Date. Section 7.4: The venue of arbitration will be New York and three arbitrators will be appointed if the parties cannot agree on a single arbitrator. Exhibit D, Item 5: Clarification provided that the use of ‘IANA’ as an entity name is permitted in archived RFCs and other documents. COMMUNITY AGREEMENT Preamble: ICANN has been identified as the Names Community signatory. Section 1.24: The following definition of "Names Community" has been provided, as agreed by the CWG: [TBD].

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Summary of public comments
by Alissa Cooper 16 Sep '16

16 Sep '16

We received 7 public comments, one of which was a correction to a previously submitted comment. See http://ianacg.org/pipermail/ianaiprpubliccomment_ianacg.org/ <http://ianacg.org/pipermail/ianaiprpubliccomment_ianacg.org/> . One comment was a comment about the transition in general: http://ianacg.org/pipermail/ianaiprpubliccomment_ianacg.org/2016-September/… <http://ianacg.org/pipermail/ianaiprpubliccomment_ianacg.org/2016-September/…> . I do not believe there is anything actionable for the IPR agreements from this comment. All of the other comments are supportive of the IANA IPR agreements. Thus, I do not believe we have any edits to make to the agreements as a result of the public comments received. If anyone disagrees, please respond to this thread. I’ll send a separate email with an overall update and next steps. Thanks, Alissa

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Revised Assignment and License Agreements
by Jorge Contreras 13 Sep '16

13 Sep '16

All as discussed during this week¹s call, the IETF Trust and ICANN have been resolving their remaining issues in the Assignment Agreement and License Agreement. I have attached for your review slightly modified versions of these documents. The changes are as follows: ASSIGNMENT AGREEMENT Sec. 6.1 indemnification term agreed at 3 years LICENSE AGREEMENT Sec. 4.3.c ICANN agrees to cover cost of ongoing enforcement actions existing as of the Effective Date. Sec. 7.4 arbitration details resolved (3 arbitrators if parties cannot agree on a single arbitrator; venue of arbitration to be NY) Ex. D, Item 5 clarify that use of IANA¹ as an entity name is permitted in archived RFCs and other documents. As discussed, if these changes are acceptable to the RIR and CWG, we will post the above changes as public comments from the Trust. 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.

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IANA IPR follow-up call #9 | 06 Sep 16 | Meeting Notes & Chat
by Nathalie Vergnolle 06 Sep '16

06 Sep '16

Dear all, Please find below the notes and chat of IANA IPR call #9, held on 06 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 call #9 06 Sept 2016 Agenda: 1. Legal issues * Indemnification: nature and duration (assignment agreement) * Arbitration items (license agreement 7.4) 2. Update on CWG issue: definition of names community 3. Signature mechanics Participants: Alan Barrett Alissa Cooper andrew sullivan Brenda Brewer Eduardo Jimenez (LACNIC´s Counsel) Greg Shatan Jari Arkko Jonathan Robinson Jorge Contreras Josh Hofheimer (Sidley) Michael Abejuela (ARIN) Nathalie Vergnolle Ray Pelletier Russ Housley Ted Hardie Trang Nguyen Yael Resnick (Sidley) Yuko Green Audio only: Samantha Eisner Notes: 1. Legal issues * ICANN Legal and IETF trust still working through resolving legal issues, good progress has been made, still work in progress. * Group discussed how resulting edits should be dealt with for transparency purposes * Redlined version will be circulated to this group first, and then will be submitted as a public comment from the IETF trust. 2. Update on CWG issue: definition of names community * CWG making progress. * The names community is the chartering organizations, represented by the CWG so long as it is in existence, and by their chairs thereafter. * Working to finalize a definition before the end of public comment period, and submit the definition as a public comment. 3. Signature mechanics * signed/scanned pdfs seem to work for all ACTION (Michael Abejuela): get confirmation from APNIC and RIPE that sign/scann pdf works for them and circulate on the list. AOB ACTION (staff) : doodle for next call on Sept 19 Chat: Brenda Brewer:Welcome all to the IANA IPR follow-up call #9 on 6 September 2016! Jonathan Robinson:Hell All. I have a hard stop at 45 past the hour. Greg is on the call. Lise sends apoloiges. Michael Abejuela (ARIN):Hello everyone, wanted to pass on Athina's apologies for being unable to join the call today. Josh Hofheimer (Sidley):@Jorge -- If the changes you refer to affecting the license agreements are the bracketed 'days' around arbitration process, then Sidley has no objection to the proposed time frames and we can confirm with CWG Jorge Contreras:@Josh - I believe ICANN prefers NY to Chicago for the arbitration venue if the parties cannot agree. I have no objection. Josh Hofheimer (Sidley):Given that CA law controls, I believe CA would be the best venue for attracting arbitrators with substantive knowledge of CA law, but if there is an objection to CA for venue and we are going to be going to another location, then I have no objection to NY. Russ Housley:Both NYC and Chicago are easy to get to from around the world, but NYC may be better connected for people coming from far away Jorge Contreras:can you hear me? Josh Hofheimer (Sidley):nothing from Jorge andrew sullivan:I can't Jorge Contreras:sorry - let me reconnect andrew sullivan:yes, I can hear you Alissa Jorge Contreras:I can hear you but will try something new Jorge Contreras:hold on Greg Shatan:I am always in favor of things happening in New York... Jorge Contreras:I'm at a hotel in Europe -- so conneciton may have gone bad Michael Abejuela (ARIN):From ARIN's side (granted we are US as well), have no objection to PDF exchange Eduardo Jimenez (LACNIC´s Counsel):the pdf works for LACNIC Alan Barrett:I think the signed/scanned PDF is good for AFRINIC, Alan Barrett:but I need to confirm with legal Michael Abejuela (ARIN):we can get confirmaiton from APNIC and RIPE and circulate on the list Michael Abejuela (ARIN):happy to do so Alissa Ray Pelletier:By 30 Sept sign? Ray Pelletier:Dpesnt NTIA have until midnight to extend on 30 Sept? andrew sullivan:thanks, bye Michael Abejuela (ARIN):Thanks everyone Josh Hofheimer (Sidley):bye Ted Hardie:Thanks Jonathan Robinson:Thank you Alissa AC Room recording: https://icann.adobeconnect.com/p3lsn6l30tx/ Thanks, Nathalie. Direct line: +1-310-578-8957 Mobile: +1-310-938-1037 Skype: nathalie.vergnolle.icann Jabber: nathalie.vergnolle(a)jabber.icann.org

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