CoW DAO

The discussion forum post for this proposal is available here The PDF version of the Participation agreement is hosted on IPFS here. This is the final version to be voted on. If this proposal is approved, DAO members are encouraged to pin the document on their IPFS clients.

Simple Summary

This is a proposal to implement a private ordering agreement (a so-called “Participation Agreement”) among all DAO Participants to provide an operating framework for CowDAO and to govern the rights and obligations of each party.

Abstract

The participation agreement:

• Explains the CowDAO’s governance mechanism and determines who CowDAO participants are.
• Explains the contribution of GnosisDAO and its limitations.
• Provides a mutual release by DAO participants from claims arising out of or in connection with the CowDAO and a mutual waiver of claims against CowDAO and other DAO participants.
• Limits the liability of the CowDAO, GnosisDAO, the service providers, and the signers in relation to loss or damage arising under or in connection with the use of CowDAO smart contracts.
• Provides a complaints and dispute resolution procedure.

Motivation

As a DAO that is currently not wrapped in a legacy system entity, it is paramount to minimize the legal risks to CowDAO participants as much as possible while maintaining its decentralized nature. It does not exclude the possibility of members voting in favor of a legal wrapper/incorporation at a future point in time.

Specification

If this proposal passes, CowDAO and its participants will adopt the proposed CowDAO Participation Agreement. A PDF copy will be stored on IPFS and linked as terms in the cow.eth snapshot space. By voting on any future proposal CowDAO participants agree to be bound by this Participation Agreement.

Rationale

No single party is in control of the CowDAO. It is managed by its members, and does not have any director or manager. While it is entirely up to CowDAO participants to decide to incorporate the DAO into a legal framework, at its onset, it is an unwrapped/unincorporated organization.

The attempted shoehorning of DAOs by legal systems into existing categories such as unregistered organizations, unincorporated associations or general partnerships leads to concerns that DAO participants may be held liable for the actions of the DAO. While CowDAO Participants cannot dictate states and state regulators how to characterize CowDAO, participants can use whatever private law mechanism at disposal to frame the CowDAO as it is internally viewed and minimize legal risks as much as possible to CowDAO and CowDAO participants.