RE: [registrars] FW: RRAs

["Nevett, Jonathon" <jnevett@xxxxxxxxxxxxxxxxxxxx>]

Kurt:

Just to follow up on Champ's note.  The RRA is clear that any
"revisions" must be approved by ICANN before they are binding on
registrars.  It appears that VeriSign's position is that the proposed
changes were made as part of a "normal business practice" to amend the
corporate entity signing the agreement.  A change to a party to an
agreement is substantive in my opinion.  Moreover, whether or not the
revisions are substantive, material, or routine, however, is irrelevant.
The contract states that any revisions must be approved by ICANN in
order to be binding on registrars.   

So we are at a stalemate.  VeriSign doesn't think that these changes
need to be approved by ICANN and is bullying registrars into signing its
revised version.  Scores (probably hundreds) of registrars have signed
or are planning to sign the version of the RRA that is posted on the
ICANN website.  Apparently, VeriSign is rejecting these, and these
registrars are fearful that VeriSign, a monopoly provider, will shut
them down.    

It is incumbent on ICANN to take a stand and enforce its contracts.  The
contract is clear -- there is no limitation on the approval obligation
for materiality.  If VeriSign wants to make any changes to the version
on the ICANN website, it requires ICANN approval.  This is not rocket
science.  

If staff won't deal with this issue, we could go through the ICANN
Compliance Officer, the Ombudsman, or the Reconsideration Committee, but
it all seems like a waste of resources.  All ICANN needs to do is to
enforce its contract with VeriSign by telling it and the community that
any revisions need to be approved and that it has not approved the
version VeriSign is pushing.  ICANN has been surprisingly quiet on this
issue, especially considering the fact that VeriSign told the registrars
that ICANN had, in fact, approved the version sent out, when, in fact,
it had not.    

I, personally, would support ICANN's approval of VeriSign's version on
two conditions: 1) out of fundamental fairness to registrars, the
VeriSign party on the SLA document is changed to mirror the VeriSign
party signing the rest of the agreement, and 2) the last reference to a
Surety Requirement is deleted from Section 6.15(a)(6) of the RRA.
VeriSign deleted all other references to the surety requirement and just
missed this one.  If, as VeriSign states below, the "surety obligation
no longer exists," then the last reference should be removed from the
contract.  Neither of these changes should be problematic from
VeriSign's perspective and it would, hopefully, resolve the issue.  The
most important point is that ICANN should be clear with VeriSign and all
other registries that they are not permitted to violate the process by
trying to bind registrars to registry-registrar contracts that ICANN
hasn't approved, especially without registrar input.  

Thanks.

Jon

-----Original Message-----
From: owner-registrars@xxxxxxxxxxxxxx
[mailto:owner-registrars@xxxxxxxxxxxxxx] On Behalf Of Mitchell, Champ
Sent: Wednesday, January 03, 2007 8:33 AM
To: Kurt Pritz
Cc: Registrars Constituency; Vint Cerf
Subject: RE: [registrars] FW: RRAs

Kurt, I am glad to hear that ICANN "solicited and received information".
Now what are you going to do about it?

VeriSign has made modifications to the very contract Stratton said
publicly could not and would not be modified. We have been told ICANN
has not approved these changes. Clearly DOC has not approved. Obviously
this "unmodifiable" contract can be modified at Stratton's will, just
not if someone else thinks modification needed. 

Some registrars took the ICANN board approved, DOC approved version,
signed it and sent it back to VeriSign. VeriSign has refused to sign it
and returned yet again a version that is modified as they alone see fit.


Tell me, Kurt, why does ICANN even exist? 

In case you haven't noticed, VeriSign has just announced to the world by
these acts that you are impotent, toothless and not an entity they find
it necessary to worry about. Well, Stratton has proved he and Bob are
the smart ones so far in this, and ICANN may well prove this for him
again.  Happy New Year, Champ

W. G. Champion Mitchell
Chairman & CEO
Network Solutions Inc.
(703) 668-5200
NetworkSolutions
-----Original Message-----
From: owner-registrars@xxxxxxxxxxxxxx
[mailto:owner-registrars@xxxxxxxxxxxxxx] On Behalf Of Nevett, Jonathon
Sent: Friday, December 29, 2006 10:00 PM
To: Registrars Constituency
Subject: [registrars] FW: RRAs

All:  FYI.  Jon

-----Original Message-----
From: Kurt Pritz [mailto:pritz@xxxxxxxxx] 
Sent: Friday, December 29, 2006 8:58 PM
To: Nevett, Jonathon
Cc: John Jeffrey; Tim Cole
Subject: Fwd: RRAs

Jon:

ICANN solicited and received this information regarding recent  
questions concerning the RRA and Appendix 8 of the VeriSign Registry  
agreement. I think the documents are clear - I had some trouble with  
the attachment, let me know if you have trouble opening it.

Also note that VeriSign sent the document last week - I received it  
to a mail folder where I did not see it until John Jeffrey contacted  
me yesterday, wondering why I did not send it.

I am available to discuss anytime. If you wish to talk before Sunday,  
call me at xxx-xxx-xxxx (my cell phone does not work here).

Regards,

Kurt



Begin forwarded message:

> From: "Shull, Mark" <mshull@xxxxxxxxxxxx>
> Date: December 21, 2006 10:17:11 AM PST
> To: <jeffrey@xxxxxxxxx>, <pritz@xxxxxxxxx>
> Subject: RRAs
>
> John and Kurt,
>
> I noticed some recent postings on the RRAs about minor changes    
> While I don't see any reason for concern, I wanted to reiterate  
> what we said earlier to  you on these points.
>
> Verisign Subsidiaries
>
> It is normal business practice for corporations to have the ability  
> to sign contracts in the name of the parent and its wholly owned  
> subsidiaries.    That is what we are doing here.    Related to  
> this, there were questions as to who our subsidiaries are.    These  
> may change from time to time, but I have attached a list of current  
> subsidiaries.
>
> SLAs
>
> The SLA terms are defined in the .com Registry Agreement between  
> ICANN and Verisign in Appendix 10.    This SLA agreement and its  
> terms are incorporated in the RRA agreements and included as  
> Exhibit E to the RRA agreements.    Verisign, the parent entity, is  
> responsible for the SLA obligations.
>
> Surety Agreements
>
> The Surety obligation no longer exists, and in addition, Verisign  
> has not required them even when they did.    This is not an  
> obligation on the part of the registrars in the new RRA agreements.
>
> We have close to 100 returned RRAs to date and are countersigning  
> these and returning them as promptly as possible.
>
> Please give me a call if you have any questions or if I can be of  
> help in any way.
>
> Sincerely,
>
> Mark Shull
> Senior Vice President,
> Verisign Naming and Directory Services