Source: Stuart Levi & Alex Lipton [Skadden, Arps], “An Intro. to Smart Contracts & Their Potential & Inherent Limitations” (May 2018), avail. online.
Basic Smart Contract Negotiation Checklist:
- Favor ”ancillary” smart contract type over strictly code-based variant (e.g., use smart contracts to execute specific provisions of a broader text-based contract)
Clear specification of variables in contract & trigger events
Provision for what happens if there is oracle failure, error, ambiguity, business failure - Define risk allocation in event of coding error
- Specify governing law and venue
- Specify order of precedence between text and code in event of a text vs. code internal contract conflict
- Consider insurance protection
Furthermore, a useful reminder concludes the article, conjuring the specter of Amara's Law (see Field Note #10) and C. Dixon's invocation of "skeuomorphism" ("overall we are still in the skeuomorphic era [because] [m]any web3 products are adaptations from older domains"):
"[I]t is important not to simply think how existing concepts and structures can be ported over to this new technology. Rather, the true revolution of smart contracts will come from entirely new paradigms that we have not yet envisioned." (Id. at 12)
