[council] ICANN Board resolutions from Board meeting over the weekend

["Bruce Tonkin" <Bruce.Tonkin@xxxxxxxxxxxxxxxxxx>]

From: http://www.icann.org/en/minutes/resolutions-25sep10-en.htm

1. New gTLD Program Budget

2. New gTLDs - Directions for Next Applicant Guidebook

2.1. Geographic Names

2.2. New gTLD Applicant Support

2.3. Root Zone Scaling

2.4. String Similarity

2.5. Variant Management

2.6. Trademark Protection

2.7. Role of the Board

2.8. Mitigating Malicious Conduct       

2.9. GNSO New gTLD Recommendation 6 Objection Process

2.10. Registry Agreement

2.11. Vertical Integration

3. Data and Consumer Protection Working Group

4. Board Global Relationships Committee

5. Nominating Committee Chair

6. March 2011 International Public Meeting

7. Appointment of Akram Atallah as Chief Operating Officer


------------------------------------------------------------------------
--------

1. New gTLD Program Budget
===========================

Whereas, the Board Finance Committee considered the New gTLD Deployment
Budget at its meeting on 20 September 2010 and unanimously recommended
that the Board adopt the Deployment Budget <link to be inserted when
available>.

Whereas, the Board considered and discussed the New gTLD Application
Processing Budget at its 24-25 September 2010 retreat in Trondheim,
Norway.

Resolved (2010.09.25.01), that the New gTLD Deployment Budget and the
New gTLD Application Processing Budgets are approved. The Deployment
Budget is to be released in order to enable the launch of the program on
a timely basis upon Board approval of the Applicant Guidebook. The
Application Processing budget should be released upon the approval of
the final Applicant Guidebook.


2. New gTLDs - Directions for Next Applicant Guidebook
=======================================================

Whereas, ICANN's primary mission is to coordinate, at the overall level,
the global Internet's systems of unique identifiers, and in particular
to ensure the stable and secure operation of the Internet's unique
identifier systems.

Whereas, ICANN's Core Values include "depending on market mechanisms to
promote and sustain a competitive environment" where feasible and
appropriate, and "introducing and promoting competition in the
registration of domain names where practicable and beneficial in the
public interest."

Whereas, in June 2008, the ICANN Board adopted the GNSO policy
recommendations for the introduction of new gTLDs
<http://gnso.icann.org/issues/new-gtlds/pdp-dec05-fr-parta-08aug07.htm>,
and directed staff to develop detailed implementation plans in
communication with the community.

Whereas, one of the goals of the New gTLD program is to establish a
clear and predictable process.

Whereas, ICANN seeks to mitigate risks and costs to ICANN and the
broader Internet community to the extent possible.

Whereas, meeting these goals require tradeoffs and balancing of
competing interests.

Whereas, in Brussels the ICANN Board resolved
<http://www.icann.org/en/minutes/resolutions-25jun10-en.htm#11> to
dedicate its retreat scheduled for 24-25 September for the consideration
of all the outstanding issues relating to the implementation of the New
gTLD program.

Whereas, the Board held a retreat in Trondheim, Norway on 24-25
September 2010, and talked through the outstanding issues relating to
the implementation of the New gTLD program in order to identify
potential ways forward.

Whereas, the Board has identified certain directions to the CEO
regarding items for inclusion in the forthcoming version of the
Applicant Guidebook for the New gTLD program.

Whereas, the forthcoming version of the Applicant Guidebook will be
posted for public comment, and ICANN will take into consideration all
public comments before making final decisions on all these remaining
issues by approving the final version of the Applicant Guidebook.

Whereas, on 23 September 2010, the Governmental Advisory Committee (GAC)
provided comments on version 4 of the draft Applicant Guidebook.

Resolved (2010.09.25.02), staff is directed to determine if the
directions indicated by the Board below are consistent with GAC
comments, and recommend any appropriate further action in light of the
GAC's comments.

Resolved (2010.09.25.03), the Board gives the CEO the following
directions relating to the forthcoming version of the Applicant
Guidebook for new gTLDs, which is intended to be posted for public
comment before the ICANN meeting in Cartagena in December 2010:


2.1 Geographic Names
=====================

Sub-national place names: Geographic names protection for ISO 3166-2
names should not be expanded to include translations. Translations of
ISO 3166-2 list entries can be protected through community objection
process rather than as geographic labels appearing on an authoritative
list.

Continents and UN Regions: The definition of Continent or UN Regions in
the Guidebook should be expanded to include UNESCO's regional
classification list which comprises: Africa, Arab States, Asia and the
Pacific, Europe and North America, Latin America and the Caribbean.

Governments that file objections should be required to cover costs of
the objection process just like any other objector; the objection
process will be run on a cost-recovery and loser-pays basis (so the
costs of objection processes in which governments prevail will be borne
by applicants). Also, the Board notes that the GAC proposal for free
government objections is not specific as to particular objection grounds
or particular government objectors (for example whether both national
and local government objectors would be covered).


2.2 New gTLD Applicant Support
==============================

Support to applicants will generally include outreach and education to
encourage participation across all regions, but any direct financial
support for applicant fees must come from sources outside of ICANN.

Staff will publish a list of organizations that request assistance and
organizations that state an interest in assisting with additional
program development, for example pro-bono consulting advice, pro-bono
in-kind support, or financial assistance so that those needing
assistance and those willing to provide assistance can identify each
other and work together.

Owing to the level of uncertainty associated with the launch of new
gTLDs, the fee levels currently in the Applicant Guidebook will be
maintained for all applicants.


2.3 Root Zone Scaling
======================

Real-world experience in root zone scaling has been gained as a result
of the implementation of IPv6, DNSSEC and IDNs and the hard work of
RSSAC and SSAC members in tackling the underlying stability question.
Staff is directed to publish its analysis of the impact of IPv6, DNSSEC
and IDN deployment on the root zone so far.

Staff has also developed a model and a rationale for the maximum rate of
applications that can be processed over the next few years. Staff is
directed to publish this model and rationale and to seek Board support
for the judgments embodied in this model, thereby providing a firm basis
for limiting the rate of new delegations. Based on the discussions to
date, this limit is expected to be in the range of 1,000 new delegations
per year, with this number to be defined precisely in the publication.

The Board notes that an initial survey of root server operators' ability
to support this rate of growth has been conducted successfully, and
directs staff to revisit the estimate on a regular basis and consider
whether a further survey should be repeated .

Further, ICANN will periodically consult with root zone operators
regarding a procedure to define, monitor and publish data on root zone
stability. As part of the regular interaction with the root server
operators, ICANN will invite inputs from the root server operators and
other interested parties regarding any signs of stress in the system and
advice as to what actions or changes in process might be appropriate.

Finally, in the event that the number of applications exceeds the
maximum rate, an objective method for determining the order of
application processing that conforms to the limited delegation rate (not
relying primarily on time-stamping) will be defined in the Applicant
Guidebook.


2.4 String Similarity
=====================

Similar strings should not be delegated through the New gTLD Program
absent an in-depth policy examination of the issues, including a clear,
enforceable set of operating rules to avoid possible user confusion.
Community-suggested modifications raise a complex set of policy issues
and cannot be considered as a straightforward implementation matter for
the first round of applications. Further policy work in this area is
encouraged.


2.5 Variant Management
========================

No changes will be made to the next version of the Applicant Guidebook
with respect to the handling of gTLDs containing variant characters.
I.e., no variants of gTLDs will be delegated through the New gTLD
Program until appropriate variant management solutions are developed.

The recent delegation of Chinese-language ccTLDs does not yet provide a
generally workable approach for gTLDs; there are serious limits to
extending this approach at this time. ICANN will coordinate efforts to
develop long-term policy and technical development work on these issues.

The Board notes that the following scenarios are possible while
evaluating variant gTLD strings:

1.Applicant submits a gTLD string and indicates variants to this string.
The applicant, if successful, will get the primary string. The indicated
variant strings are noted for future reference, and these variant
strings will not be delegated to the applicant; the applicant has no
rights or claim to those strings. ICANN may independently determine
which strings are variants of each other, and will not necessarily
acknowledge that the applicant's list of purported variants be treated
as variants under the process.

2.Multiple applicants apply for strings that are variants of each other.
They will be in contention.

3.Applicant submits a request for a string and does not indicate that
there are variants. ICANN will not identify variant strings unless
scenario 2 above occurs.
The CEO is directed to develop (in consultation with the board ES-WG) an
issues report identifying what needs to be done with the evaluation,
possible delegation, allocation and operation of gTLDs containing
variant characters IDNs as part of the new gTLD process in order to
facilitate the development of workable approaches to the deployment of
gTLDs containing variant characters IDNs. The analysis of needed work
should identify the appropriate venues (e.g., ICANN, IETF, language
community, etc.) for pursuing the necessary work. The report should be
published for public review.

The CEO is directed to produce for the board by the next Board meeting
(28 October 2010):

1. A Work plan for developing the issues report.

2. An identification of the skills and capabilities needed by ICANN to
complete the issues report and further develop ICANN's organizational
ability to continue the strategic rollout of IDN TLDs.


2.6 Trademark Protection
========================

Substantive Evaluation: The Applicant Guidebook will provide a clear
description of "substantive evaluation" at registration, and retain the
requirement for at least substantive review of marks to warrant
protection under sunrise services and utilization of the URS, both of
which provide a specific benefit to trademark holders. Specifically,
evaluation, whether at registration or by a validation service provider,
is required on absolute grounds AND use of the mark.

Substantive evaluation upon trademark registration has essentially three
requirements: 

(i) evaluation on absolute grounds - to ensure that the applied for mark
can in fact serve as a trademark; 

(ii) evaluation on relative grounds - to determine if previously filed
marks preclude the registration; and 

(iii) evaluation of use - to ensure that the applied for mark is in
current use.


Substantive review by Trademark Clearinghouse validation service
provider shall require: 

(i) evaluation on absolute grounds; 

and (ii) evaluation of use.

URS timing: In response to public comment, change the time to respond to
a complaint from 20 days to 14 days , with one opportunity for an
extension of seven days if there is a good faith basis for such an
extension.

The Board notes that the suggestion for a globally-protected marks list
(GPML) was not adopted by the Board (in 2009), including for the
following reasons: it is difficult to develop objective global standards
for determining which marks would be included on such a GPML, such a
list arguably would create new rights not based in law for those
trademark holders, and it would create only marginal benefits because it
would apply only to a small number of names and only for identical
matches of those names.

The Board recognizes that additional policy development through the GNSO
could lead to further mechanisms for enhanced protection for trademarks.


2.7 Role of the Board
======================

The Board intends to approve a standard process for staff to proceed to
contract execution and delegation on applications for new gTLDs where
certain parameters are met.

Examples of such parameters might include: (1) the application criteria
were met, (2) no material exceptions to the form agreement terms, and
(3) an independent confirmation that the process was followed.

The Board reserves the right under exceptional circumstances to
individually consider an application for a new gTLD to determine whether
approval would be in the best interest of the Internet community, for
example, as a result of the use of an ICANN accountability mechanism.
The Board approves the inclusion of a broad waiver and limitation of
liability in the application terms and conditions.


2.8 Mitigating Malicious Conduct
================================

While efforts to mitigate malicious conduct will continue, the
implementation work completed to date by the community and staff to
address the mitigation of malicious conduct issue is sufficient to
proceed to launch the first New gTLD application round. The remaining
issues should not delay launch with the following specific directives
incorporated:

Background check: The background check should be clarified to provide
detail and specificity in response to comment. The specific reference to
terrorism will be removed (and the background check criteria will be
revised). These clarifications regarding the background check criteria
and process shall be included in the forthcoming version of the
Applicant Guidebook.

Orphan glue records: Current provisions in the guidebook require each
applicant to describe proposed measures for management and removal of
orphan glue records for names removed from the zone. This requirement
should remain in place, and will be adjusted if SSAC makes a new
recommendation in its report on this issue.

High Security Zone (HSTLD) concept: The HSTLD concept is a voluntary
concept being developed by a cross-stakeholder group including the
financial services industry for use in TLDs wishing to provide services
on a high-security basis. Thus, the development of the concept does not
impact the launch of the gTLD application process. Any publication of
this concept will be shared freely with other organizations that might
be interested in development of such a concept.

ICANN will not be certifying or enforcing the HSTLD concept; ICANN is
supporting the development of a reference standard for industry that
others may choose to use as a certification standard of their own. ICANN
will not endorse or govern the program, and does not wish to be liable
for issues arising from the use or non-use of the standard.


2.9 GNSO New gTLD Recommendation 6 Objection Process
=====================================================

The Board acknowledges receipt of the Rec6CWG report. This is a
difficult issue, and the work of the community in developing these
recommendations is appreciated. The Board has discussed this important
issue for the past three years.

The Board agrees that ultimate responsibility for the new gTLD program
rests with the Board. The Board, however, wishes to rely on the
determinations of experts regarding these issues.

The Board will accept the Rec6 CWG recommendations that are not
inconsistent with the existing process, as this can be achieved before
the opening of the first gTLD application round, and will work to
resolve any inconsistencies. Staff will consult with the Board for
further guidance as required.


2.10 Registry Agreement
========================

Required Notice and consent for increased or premium renewal prices: The
current provision is necessary to protect registrants from predatory
pricing upon renewals and the term should be retained.

Limitation of liability: The limitation of liability should remain as
is. The remedies for registry operator are limited but appropriate given
that ICANN is a non-profit entity that cannot afford to be open to
unlimited liability.

Collection of variable transaction fee from registries if registrars
decline to pay ICANN directly: The provision for the pass-through of
fees is necessary to ensure that ICANN receives adequate funding in the
event that ICANN accredited registrars (as a group) fail to approve the
variable accreditation fees and should remain in the agreement.

Searchable Whois: Refer to the Board Data Consumer Protection Working
Group to study issues and provide information to the Board relating to
access and privacy to develop recommendations for possible inclusion in
the forthcoming version of the applicant guidebook.

Indemnification of ICANN: The indemnification right should remain. ICANN
staff has invited the Registry Stakeholder Group to propose language
more precisely defining the exceptions to registry operator's
indemnification obligations for inclusion in the next version of the
Draft Registry Agreement, and such a proposal should be considered for
inclusion if received in a timely fashion.


2.11 Vertical Integration
=========================

The Board will send a letter to the GNSO requesting that the GNSO send
to the Board, by no later than 8 October 2010, a letter (a) indicating
that no consensus on vertical integration issues has been reached to
date, or (b) indicating its documented consensus position. If no
response is received by 8 October 2010, then the Board will deem lack of
consensus and make determinations around these issues as necessary. At
the time a policy conclusion is reached by the GNSO, it can be included
in the applicant guidebook for future application rounds.


3. Data and Consumer Protection Working Group
=============================================

Whereas, the Board asked the Board Governance Committee (BGC) to make
recommendations to the Board regarding establishment and membership of a
working group to address data and consumer protection issues (DCP-WG).

Whereas the BGC has recommended the establishment and membership of the
DCP-WG.

Resolved (2010.09.25.04), the Board hereby establishes the DCP-WG, with
its membership as follows: Harald Alvestrand, Dennis Jennings (Chair),
Mike Silber, Bruce Tonkin, and Ram Mohan (non-voting member).


4. Board Global Relationships Committee
========================================

Whereas, the Board asked the Board Governance Committee (BGC) to make
recommendations to the Board regarding the membership of a Board Global
Relationships Committee (BGRC).

Whereas the BGC has recommend the membership of the BGRC.

Resolved (2010.09.25.05), the Board hereby sets the membership for the
BGRC as follows: Peter Dengate-Thrush (chair), George Sadowsky,
Jean-Jacques Subrenat, Katim Touray, Kuo-Wei Wu, Vanda Scartezini
(non-voting member).


5. Nominating Committee Chair
==============================

Whereas the Board Governance Committee is tasked each year with
recommending to the Board a candidate to serve as the Nominating
Committee ("NomCom") Chair.

Whereas the BGC called for expressions of interest from all who would be
interested in serving as the 2010-2011 NomCom Chair.

Whereas the BGC considered and discussed all legitimate expressions of
interest.

Whereas the BGC recommends that the Board appoint Adam Peake as the
2010-2011 NomCom Chair.

Resolved (2010.09.25.06), that Adam Peake is appointed as Chair of the
2010-2011 NomCom, to serve until the conclusion of the ICANN annual
meeting in 2011, or until the Chair's earlier resignation, removal, or
other disqualification from service.


6. March 2011 International Public Meeting
===========================================

Whereas, the BFC reviewed the budget for the North America ICANN
meeting, compared it to prior meeting budgets, and recommend that the
Board approve the budget not to exceed $1.941 million.

Resolved (2010.09.25.07), the Board approves San Francisco, California
as the location of the ICANN 2011 North America Meeting to be held from
13-18 March 2011, with a budget not to exceed US$1.941M.


7. Appointment of Akram Atallah as Chief Operating Officer
=============================================================

Whereas, the attraction and retention of high calibre staff is essential
to ICANN's operations and ICANN desires to ensure competitive
compensation for staff.

Whereas, Akram Atallah has been identified through a vigorous global
search and senior management agrees that he is the right candidate to
fill the role of Chief Operating Officer.

Whereas, independent market data provided by the outside compensation
consultants indicates that the base compensation for a Chief Operating
Officer would fall between [redacted] at the 50th percentile and
[redacted] at the 75th percentile.

Whereas, independent market data provided by the outside compensation
consultants indicates that the overall compensation for a Chief
Operating Officer would fall between [redacted] at the 50th percentile
and [redacted] at the 75th percentile. [redacted]

Whereas, the Compensation Committee has recommended that the Board
appoint Akram Atallah as the Chief Operating Officer and approve the
suggested compensation package.

Resolved (2010.09.25.08), the Board hereby appoints Akram Atallah as an
Officer of the Company in the position of Chief Operating Officer
effective 20 September 2010.

Resolved (2010.09.25.09), the Board authorizes a starting compensation
package for Akram Atallah to consist of: (i) a base salary of $350,000
USD per year; (ii) a bonus opportunity of 30% of base salary per year to
be paid in a manner consistent with other U.S. based staff and in
accordance with the company's bonus program; and (iii) the standard
benefit programs made available to all other regular full time U.S.
based staff.