[Cryptech Core] draft it-project agreement

[Leif Johansson]

On 2014-05-27 14:33, Jakob Schlyter wrote:
> On 26 maj 2014, at 09:25, Leif Johansson <leifj at sunet.se> wrote:
> 
>>>  o 4.4, why should supplier pay for defending nordunet against possibly
>>>    frivolous suit?  think nsa (possibly indirect) attack.
>>
>> I'll talk to the lawyers about that and ask for reasoning - this feels
>> like a standard clause. There may be good reason.
> 
> +1 to what Randy wrote, this feels strange.

Talked to Ulf today (very very briefly) who flagged that he had found
several issues with the draft where he felt that NDN was less protected
than he felt was reasonable. I'll sit down with him on Monday and work
it out.

We also touched on 4.4 and the intent is that supplier pays for damages
directly caused by "malpractice" on the part of supplier. For instance
should somebody (say) include a 1F cap connected to mains in the design
and turn the HSM into a personal protection device it might not be
wholly unreasonable for supplier to pick up the bill for that... ;-)

There are probably more realistic scenarios... very likely involving IPR

I'm going to ask the lawyer to see if there isn't a way to make this
intent clear.


> 
> For 8.1, I proposed.
> 
>   Any dispute, controversy or claim arising out of, or in connection
>   with, this agreement, or the breach, termination or invalidity
>   thereof, shall be governed by and construed in accordance with the
>   laws of Sweden, and shall be exclusively settled by the courts of
>   Sweden.
> 

Does it matter if its Denmark btw? I've got a hunch it might have to be
Denmark since the NDN office is in that jurisdiction.

> I do not like arbitration, it can be very complicated.
> 
> 
> 
> 	jakob
>