IPR transition for eContracts TC

["Peter Meyer" <pmeyer@elkera.com.au>]

Dear TC members,

I replied to Dr Leff's earlier message today regarding continuation of the
TC. I would like to pick up the issues raised and see if we can decide on a
way forward to ensure that our apparent success does not turn sour because
we are not able to properly cross the finish line.


CURRENT STATUS

We are currently in a 60 day public review period for our draft
specification. I understand that period will end on about 28 March.

It is also my understanding that if we do not make the IPR transition under
OASIS rules by 15 April, the TC will terminate.

My personal objective is to see our eContracts 1.0 specification approved by
the TC and published as a Committee specification. I do not wish to continue
with the TC after our spec is finalised. I believe it will be best if those
interested take feedback and form new TCs of stakeholders interested in
going forward in specific directions.

Unfortunately, there is insufficient time for us to make any changes to the
specification after the initial 60 day public review. If someone raises any
issues that we feel should be taken on board, we would have to deal with the
issues and re-publish the specification for 14 days before finally voting on
it. That cannot be accomplished in the time that will be available.


OPTIONS FOR FURTHER ACTION

We are now faced with 3 possibilities:

Option 1. Do nothing and assume that we will not need to make any changes
after the 60 day review period.

This is a real option. We have a pretty well resolved schema. Clearly there
are many issues that could be addressed in it and some were even raised by
Dr Hoylen Sue via Zoren in our final review of the specification. However,
these are minor and anyone implementing the spec can easily deal with them
if the wish. Personally, I think it unlikely we will have to make a material
change. However, these things are never so clear cut and there are many fine
minds out there who may have some good insights that we feel should be
incorporated or who find a defect in our work. We may find it desirable to
accept a submission before our final sign-off.

Option 2. Seek from OASIS a dispensation from compliance with the IPR
transition rules.

If we are to do this, we need to do it very quickly. I do not know if it is
possible to do this under OASIS rules. I would be surprised if it were not
possible. We are asking OASIS to do work so we do not have to (or can't) so
OASIS may not be so enthusiastic about it.

Logically and practically for our point of view, this seems to me the best
option. There are 3 reasons for this:

(a) The TC's work is essentially complete. It is my understanding that there
is no general interest from members to continue this TC past the
finalisation of our 1.0 specification. Thus, the only work that the TC
intends to do is to finalise its specification by considering responses to
the 60 day public review. It is unlikely that we will need to make any
material changes but we want the flexibility to do so to make sure our
specification can be used.

(b) All relevant IP contributions have been made by TC members and will be
governed by the terms on which they were originally made, not the new rules.
Nothing will change for our specification unless new contributions are made.
I cannot foresee any circumstance under which any new contributions will be
made that would invoke the IPR policies.

(c) The thrust of the new IPR rules is to deal with patents. There are no
patents involved with the eContracts specification, at least as far as
members are concerned. Elkera contributed the body of the eContracts schema
and held copyright interests only. Elkera does not assert any patent rights
in respect of the contributed work. I am not aware of any other contribution
that could be governed by a patent right.

In order to facilitate this, we may need to convince OASIS that the TC will
terminate after its specification is approved. Perhaps a vote to that effect
may be needed.


Option 3. Proceed with the IPR transition under OASIS rules.

That would require us to act fairly quickly. It is a royal pain to have to
do this. It should not be too difficult administratively but it will require
each member organization to consider its policy. That is, the primary
contact for each member organization. I don't know if organizations that
Dave or Dan represent can deal with this in the time available.
Fundamentally, that is probably the threshold issue.

The IPR transition rules are a challenging read but they are summarized in
the FAQ:

Step 1:
At least fifty percent of the represented Organizations and Individual
Members serving as TC Participants sign the new OASIS Membership Agreement.
(Members will have access to information on which TC Participants have
completed the agreement, so that everyone involved is aware of the upcoming
mode selection.)

Step 2:
Committee members choose the IPR mode best suited to their work and request
that the OASIS TC Administrator opens a transition ballot.

Step 3:
No sooner than 30 days later (in order to give all other members the
opportunity to sign the Membership Agreement), the OASIS TC Administrator
opens the Transition Ballot.

Step 4:
Votes are cast by the Primary Contacts of the organizations that have
employees as TC Participants (so that there is one vote per organization),
and Individual Members who are TC Participants, but in each case only those
who have signed the OASIS Membership Agreement. Balloting remains open for
14 days.

Step 5:
If the ballot passes, results of the transition vote are announced by the
OASIS TC Administrator, and the Committee begins operation under the OASIS
IPR Policy 14 days later. The vote to approve an IPR mode must be unanimous.
This ensures that Committees are able to complete their work, make use of
necessary Contributions, and retain the support of all TC Participants.

If the ballot fails, the Committee may try again, specifying the same or an
alternative mode. In the event that TC Participants do not agree on a new
IPR Mode (or if Participants choose not to undertake a transition ballot) a
Committee can continue to operate under the terms of its existing charter
and previous OASIS IPR Policy for up to two years in order to complete its
work.


In a previous email to the TC, Jamie Clarke provided the following:
> TIMELINE:  We strongly encourage completion of the transition 
> ballot by the end of March:
> 
>    *  The TC's vote to choose an IPR mode should completed by 
> 13 February 2007, if at a live quorate meeting, or if done by 
> web ballot, the ballot should be opened by 6 February 2007.
>    *  The "Transition Request" notice of the vote to the TC 
> Administrator should be sent no later than 14 February 2007.  
> The last possible date is 1 March 2007.
>    *  The 14-day Transition ballot should commence no later 
> than 16 March 2007.
>    *  The last date for completion of a successful unanimous 
> Transition ballot to avoid closure is 15 April 2007. 

I believe that all current members would have signed the new membership
agreement to re-join OASIS. We should be free to choose a policy. In
practical terms it would make no difference which policy we adopt. I propose
we use the most convenient for third party implementers which would be the
"RF on limited terms" set out in section 10.2.3 of the IPR rules.

To initiate this, we would need to hold a vote to adopt a policy and then
proceed with a transition request notice which must be sent no later than 1
March 2007.


NEXT STEPS

I would prefer to avoid option 1. Its gambling and it means that we lose
control.

I believe that option 2 is the most appropriate. The issues are whether
OASIS can grant a dispensation for our special case and then whether it will
agree to do so.

I would proceed with Option 3 if we cannot succeed with option 2. However,
we need to understand the issues involved in selecting an IPR policy given
that it is not done by the active TC members but by the member's principal
representatives. It may not be practicable for us to secure the formal
approvals to adopt option 3 at this stage.

For these reasons, I believe we should explore with OASIS if there is any
possibility of going with Option 2.

Dan, can you raise this with OASIS, putting the arguments I listed and any
others you think may be relevant?

Can we have a phone conference this week to discuss the options?

Regards

Peter

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Elkera Pty Limited (ACN 092 447 428)
Email: pmeyer@elkera.com
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