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

[Henrik Biering]

Hi,
my original contribution agreement is here at the OpenID website:
http://openid.net/ipr/Non-Assertion-Agreement/executed/
But since there is some confusion about this, I attach a signed version 
of the newer edition.

I have two (mutually contradictory?) comments to the structure of the 
contract::

1.
To keep the structure generic, I propose that
 >Main Content of this Contract
 >- What is to be provided (text)
 >- What is received in return (text)
is replaced by the more symmetric (e.g. covering NDA and collaboration 
agreements, rather than just seller/buyer relationships):
Main Content of this Contract
- Obligations of Party A (text)
- Obligations of Party B (text)

2.
For specific "order confirmation" type of contracts compatibility with 
the OASIS UBL 2.0 structure would be desirable, if it could be achieved 
without too many complications

*UBL 2.0 Order*

    Order Class Diagram
    <http://docs.oasis-open.org/ubl/os-UBL-2.0/uml/UBL-2.0-OrderDocumentAssembly.html>


    mod/maindoc/UBL-Order-2.0.ods
    <http://docs.oasis-open.org/ubl/os-UBL-2.0/mod/maindoc/UBL-Order-2.0.ods>


    mod/maindoc/UBL-Order-2.0.xls
    <http://docs.oasis-open.org/ubl/os-UBL-2.0/mod/maindoc/UBL-Order-2.0.xls>


Best Regards,
Henrik Biering
=henrik




Nat Sakimura skrev:
> 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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>   
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