[Specs-cx] General Concept of Contract Exchange and Contract Schema

Nat Sakimura sakimura at gmail.com
Wed Jul 8 04:15:59 UTC 2009


Hi.

Sorry that it is so slow for me to get fully involved.

I would like to start discussion from the concept.
Without understanding the general concept, the discussion can go sideways
quite easily.

The main aim of Contract Exchange is to define a way to exchange the
"(possibly) Legally Binding Contract" between parties.

Thus, defining what should be in that Contract Document is one of the main
task of this WG.

The other task is to define a protocol that enables parties to achieve the
creation and exchange of such contract documents.

>From my experiecne, a contract generally has the following in it.

Contract ID (uri)
Party A (uri)
Party B (uri)
Signatory of Party A (text)
Signatory of Party B (text)
Contact Address of Party A (text or uri?)
Contact Address of Party B (text or uri?)
Main Content of this Contract
- What is to be provided (text)
- What is received in return (text)
Term and Termination
- Term / Validity Period of the Contract (Datetime-Datetime)
- Termination (text)
- Survival of Certain Terms (text)
Damages
- Explanation (text)
- max amount from A to B (number?)
- max amount from B to A (number?)
Non Disclosure
- How to specify (text)
- How Long (datetime-datetime)
Relationship to other Contracts (text)
Signature of the Signatory of Party A (text)
Date of the Signature A (datetime)
Signature of the Signatory of Party B (text)
Date of the Signature B (datetime)

Is this generally good or are there anything that are necessary in addition
to these?

Should we specify the schema for these or should we keep it to bare minimal
and let everything else be represented as text?
Should we try to incorporate LegalXML etc.

These are the kind of questions that I have in mind for the "Contract as a
document" portion.

Fortunately, we have Scott Blackmer in this WG who is a knowledgeable
lawyer, so Scott could cast some insight on this issue.

Then, there will be the protocol for exchanging this along with some
technical requirement such as inclusion of the public key of the parties.
I will touch on these on a separate post.

Please discuss.

-- 
Nat Sakimura (=nat)
http://www.sakimura.org/en/
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