Fair points, it was late, I was being dozy.
But note they perhaps make Tango’s objection to our
original proposed amendment look just as silly as my new proposed amendment now
looks.
If the contract’s only going to be amended in agreement
with WMF, doesn’t that rather suggest it would never be amended to be a
blank contract? An e-mail to Mike Godwin is all it’d take from a member of
the community (not on the board) to make them realise the blatant dirty tricks
that were getting pulled.
If you’re not convinced by this, how about a third
amendment:
“The board may not itself terminate the Chapters Agreement
or amend it in any way such that Wiki UK Limited looses the right to the
trademark Wikimedia UK.”
To reiterate, the reason why we want some flexibility to change
it is that Mike has indicated all agreements will be being harmonised in the future
and there are many other small details which may change over time (termination procedure,
commercial operations, visual guidelines, licenses to “Wikimedia [Sub-region/country]”
etc etc.)
I hope this is more reasonable.
Tom
From: wikimediauk-l-bounces@lists.wikimedia.org
[mailto:wikimediauk-l-bounces@lists.wikimedia.org] On Behalf Of Michael
Bimmler
Sent: 17 March 2009 09:12
To: wikimediauk-l@lists.wikimedia.org
Subject: Re: [Wikimediauk-l] Explanation of Motion to Entrench Chapter
Agreement
On Tue, Mar 17, 2009 at 10:02 AM, Andrew Gray <andrew.gray@dunelm.org.uk>
wrote:
2009/3/17 Michael Bimmler <mbimmler@gmail.com>:
> Um...how exactly would you amend the contract to anything not agreed with
> the Wikimedia Foundation? Isn't it quite obvious that any amendment
of the
> contract would need to be done in agreement with the other party of the
> agreement?
Amendment yes, outright repudiation quite possibly not...
Sorry, but somehow I fail to understand this.
We have a motion from Thomas Dalton that says, in summary, "The board may
not itself amend or change the Chapters Agreement [but needs to get a Special
Resolution etc.]".
Tom Holden now proposes to change this to "[The board may not] terminat[e]
it or [amend] it to anything not agreed with the Wikimedia Foundation."
and I just fail to see how this makes sense: If the board decides that it is
not happy with the contract as-is, then it needs to negotiate with the WMF to
see whether they consent to amending it. That is, the only way the board can
amend the contract is by agreement with the WMF. However, Tom's amendment
suggests that there are two cases:
- amendments which are agreed by the WMF (-> no special resolution needed)
- amendments not agreed by the WMF (-> special resolution needed).
and I think the latter category just cannot exist...
Andrew: If you say "outright repudiation", do you mean
"termination of the contract" or "violation of the contract in
force"?
For the former: Well, both the motion by Thomas and the amendment by Tom agree
that for termination, a Special Resolution is needed.
For the latter: Are we indeed saying that we want to pass a clause requiring
the board not to violate the contract? Is this not a bit....paranoid?
Michael
--
Michael Bimmler
mbimmler@gmail.com