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

[Nat Sakimura]

Hi Henrik,

If there is, could you kindly post Order Confirmation as well?

Best,

=nat

Henrik Biering wrote:
> 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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