A7A AI Governance

1. Introduction

1.1 Overview

A7A AI Chain's Governance is built on the principles of collaboration and decentralization. The A7A AI Collective, composed of leading web3 gaming thought leaders, works together to promote mainstream adoption of decentralized technologies. The A7A AI Foundation drives this mission by focusing on the adoption and decentralized governance of the A7A AI Chain, ensuring the community's voice is at the forefront of decision-making.

Our goal is to shape the future of Web3 Gaming & IP through unity and community strength, creating a vibrant Metaverse filled with endless possibilities and innovation.

1.2 Mission and Core Values

The mission of A7A AI Governance is to empower community-driven decision-making, ensuring transparency, inclusivity, sustainability, and security within the ecosystem. A7A AI Governance aims to distribute power among community members, foster active participation, support innovative ideas, and maintain accountability. By building a collaborative and united community, A7A AI Governance seeks to create a resilient and innovative ecosystem that pioneers the future of Web3 Gaming & IP.

2. A7A AI Governance

2.1 Governance Powers Breakdown

2.1.1 A7A AI Citizens

A7A AI Citizens, comprising $A7A token holders and stakers in smart contracts, are the backbone of A7A AI's decentralized governance. They shape the ecosystem by proposing and voting on A7A AI Improvement Proposals (AIPs), ensuring that the community actively guides the future direction of the Chain. Roles and Responsibilities:

  • Proposal Creation: A7A AI Citizens can create and submit AIPs to suggest improvements or changes to the ecosystem. These proposals can range from technical upgrades to policy adjustments and ecosystem enhancements.

  • Voting Power: Token holders have voting power proportional to their $A7A holdings or staking. This power allows them to vote on AIPs, ensuring significant decisions reflect the collective voice of the community.

  • Community Engagement: Active participation in discussions and debates within the A7A AI Forum and other governance platforms is encouraged. This engagement helps refine proposals and ensures they align with the broader community's needs and vision.

  • Threshold for Proposal Acceptance: For a proposal to be considered valid and move forward, it must meet a quorum requirement of at least 5% of the total $A7A token supply in votes. However, this 5% baseline is subject to variation depending on different proposal types and specific approval thresholds required for implementation. Other conditions may also influence the required percentage to ensure that only proposals with significant community backing are implemented.

2.1.2 A7A AI Foundation Council

The A7A AI Foundation Council is pivotal in fostering the adoption of the A7A AI Chain and its decentralized governance. It is responsible for proposing technical improvements through AIPs, managing the operational aspects of the chain, ensuring network security and scalability, verifying game studios, and supporting gaming guilds. Additionally, the Foundation Council serves as a bridge between game studios and players, ensuring the rights and interests of both parties are upheld, thereby fostering and developing the ecosystem.

Initially, the Foundation Council includes 5 individuals appointed by the A7A AI Foundation directors:

Zane Nguyen: Core contributor at A7A AI Anik Dang: Co-founder of Reneverse Dave Nguyen: Founder of Space3

Tin Tran: Founder of Cavies Labs / Seitrace

Liem Thai: Founder of Topebox Studio

Roles and Responsibilities:

  • Proposing Technical Improvements: Initiating and managing technical AIPs to enhance the A7A AI Chain.

  • Operational Management: Overseeing the day-to-day operations and ensuring network stability and efficiency.

  • Verification of Game Studios: Conducting meetings and assessments to verify and onboard game studios.

  • Support for Gaming Guilds: Facilitating communication and collaboration with gaming guilds to address community needs and feedback.

Governance Administration: The Foundation will facilitate the administration of the governance procedures described in these Bylaws with the aim of ensuring that the Citizens may participate thoughtfully in governance. Such administrative services may include:

  • Moderation of governance proposals to ensure they are validly submitted and voted upon.

  • Removal of proposals that reasonably appear to be fraudulent, spam-oriented, defamatory, hateful, or otherwise inappropriate or inconsistent with the values of the Foundation.

  • Monitoring of votes, voting power, and voting periods for purposes of determining whether quorums and approval thresholds are met or accurately reflected.

  • Management of mutually contradictory proposals that are submitted simultaneously or in close proximity to one another.

  • Administration of network maintenance, such as emergency bug fixes or release rollbacks (with or without a governance vote).

  • Such other things as the Foundation deems appropriate in connection with the above.

Subject to applicable law, the Foundation Articles and these Bylaws, the Foundation Director(s) will take any Approved Citizens AIP or Approved Progress Council AIP under advisement and, to the extent they desire to adopt such vote, are authorized to take any actions reasonably necessary on behalf of the Foundation to give effect to an Approved Citizens AIP or Approved Progress Council AIP; provided that any Foundation Director may veto a proposal or place such limitations on its observation and implementation a Foundation Director in its discretion, deems necessary or appropriate to:

  • Ensure compliance with any applicable law or regulation of any jurisdiction.

  • Ensure that the Foundation acts in accordance with the Foundation Articles and these Bylaws.

  • To prevent any harm (including reputational harm) to the Foundation.

Future Expansion: To enhance decentralization and better safeguard the rights and interests of all parties involved, the A7A AI Foundation plans to onboard additional members representing Gaming Guilds, Game Studios, and DApps within the ecosystem. By incorporating these roles and responsibilities, the Foundation Council ensures that the governance of A7A AI is inclusive, balanced, and responsive to the needs of both players and developers. Seats on the council are elected by citizens, with A7A AI verifying the reliability of candidates. If seats are occupied, the community can vote for re-election based on performance and reputation.

2.1.3 Security Council

The Security Council is a committee of six (6) members appointed by the A7A AI Foundation Directors. These members are signers of a multi-sig wallet, which has powers to perform certain Emergency Actions and Non-Emergency Actions as delegated by the A7A AI Foundation. The Security Council is essential for maintaining the security and integrity of the A7A AI Chain, particularly in times of crisis.

Roles and Responsibilities:

When in Emergency Actions:

  • The Security Council has the authority to execute any software upgrade or perform other required actions without delay to respond to a security emergency, should one arise without specific governance approvals.

  • Emergency Actions require a majority approval from the Security Council (4 out of 6 members).

  • The Security Council must only use its power to perform Emergency Actions in true security emergencies, such as a critical vulnerability.

  • After performing any Emergency Action, the Security Council shall issue a transparency report in a reasonable time to explain what actions were taken and why such Emergency Action was justified.

Oversight and Reporting:

  • The Security Council must ensure all actions taken are transparent and justified, providing reports and updates to the A7A AI Foundation and the community.

  • The Foundation Directors, in consultation with the Foundation’s legal counsel, have the authority to curtail or eliminate the Security Council’s power to perform Emergency Actions if necessary.

2.2 Governance Tools

A7A AI provides several governance tools to ensure community participation and effective decision-making within the ecosystem.

A7A AI Proposal Template:A7A AI Proposal Template provides A7A AI Citizens with a structured format to craft governance proposals in accordance with these Bylaws (the “AIP Template”). This ensures consistency and comprehensiveness in proposal submissions.

This platform ensures transparent and democratic decision-making, enabling the community to have a direct impact on the future of the A7A AI Chain.

3. Definitions

  • AIP: A7A AI Improvement Proposal, a proposal put forth by a token holder to a vote in accordance with the AIP Process.

  • AIP Process: The rules and procedures for submitting and voting on AIPs as described in this document.

  • A7A AI Chain: The series of smart contracts that create the Layer 2 blockchain scaling solution known as A7A AI , tailored for Web3 Gaming & IP.

  • $A7A Token: The native token governing the A7A AI Chain.

  • Bylaws: These amended and restated governing bylaws of the A7A AI Foundation.

  • Foundation Director(s): The directors of the Foundation, responsible for management and operation.

  • Security Council: The council formed to ensure the security and integrity of the A7A AI Chain.

  • Citizens: Any holder of the $A7A token or staking $A7A in smart contract

  • “Quorum Requirements” means at least 5% total supply of $A7A token are cast in the applicable vote.

4. Citizens AIPs Categories

Citizens can propose AIPs in several categories, including:

  • Developer Grants

  • Partnerships

  • Allocation of Treasury

  • Product Updates

  • Ecosystem Improvements

  • Appoint, remove or Increase the number of members of the A7A AI Foundation Council.

5. Citizens AIPs Process

Phase One - Research and Community Feedback Any Citizens who wish to submit an A7A AI Improvement Proposal (AIP) must first submit a draft of their AIP to the A7A AI Forum for a Community Feedback Period of at least seven days. During this period, the community reviews and discusses the proposal, and feedback should be incorporated into the AIP.

Phase Two - Foundation council Review After the Community Feedback Period, the updated AIP is submitted to the A7A AI Foundation Council for review. The Foundation Council will review Submitted AIPs every other Friday. AIPs submitted by Citizens who are holding or staking less than a specific amount of $A7A tokens (e.g., 50,000 tokens - TBD) will not be considered by the Foundation Council and will be removed from the forum by a Moderator. In reviewing Submitted AIPs, the Foundation Council may:

  1. Allow the Submitted AIP to progress to Phase Three.

  2. Direct the Citizen(s) who submitted the AIP to provide additional information or update the Submitted AIP.

  3. Reject the Submitted AIP if it is determined that it is not safe, secure, or consistent with the purposes of the Foundation or may not be legally compliant. A majority of the members of the Foundation council must vote in favor of the rejection.

Phase Three - Snapshot Voting After review and approval of the Submitted AIP by the Foundation council, a Moderator will:

  1. Move the Submitted AIP to the Voting Forum in the A7A AI Forum.

  2. Add the Submitted AIP to Snapshot.org, at which point the Submitted AIP becomes a “Live AIP.”

  3. One (1) Token is equal to one (1) vote on any Live AIP. The voting options for any Live AIP shall be “In favor,” “Against,” and “Abstain.”

  4. Live AIPs that (1) satisfy the Quorum Requirements and (2) receive a majority of the votes cast in favor of it shall be considered to be “Approved Citizens AIPs.”

  5. A Live AIP that either does not meet the Quorum Requirements or meets the Quorum Requirements but fails to receive a majority of votes cast in favor of it shall be considered a “Failed Citizens AIP”.

  6. Approved Citizens AIPs will move to Phase 4. Failed Citizens AIPs may be resubmitted for Foundation consideration only after sixty (60) days have elapsed from the date the Citizens AIP was considered to be a Failed Citizens AIP.

Phase Four - Implementation Approved AIPs will be implemented by the A7A AI Foundation in a commercially reasonable time and manner. However, if the Foundation Directors, acting in the best interests of the Foundation, determine that an approved AIP would:

  1. Compromise the Foundation Directors' fiduciary duties as they are owed to the Foundation.

  2. Be in violation of any part of these Bylaws, the Foundation Articles, the AIP Process, any statutory requirements of relevant law, or the laws or regulations of any other applicable jurisdiction.

  3. Cause the Foundation to be in breach of any contracts, agreements, or other arrangements.

  4. Be against the best interests of the Foundation or the A7A AI Chain.

The Foundation Directors may direct the Foundation Council to take such other steps as are required to amend, augment, reject, or remediate the enactment of such AIP.

6. A7A AI Foundation Council Proposal

Proposal Scope

Proposals by the A7A AI Foundation Council primarily focus on technical aspects, system upgrades, and security measures. These proposals ensure that the chain remains robust, secure, and capable of supporting the growing ecosystem.

Any member of the A7A AI Foundation Council who wishes to submit an A7A AI Improvement Proposal (AIP) for Foundation consideration shall comply with tlowing:

Phase One - Foundation Council Review and Vote Any member of the A7A AI Foundation Council can submit an AIP to the other members by posting in the Foundation Council Forum in the A7A AI Discourse. The AIP shall be in the form of the AIP Template. Within three (3) calendar days of being posted, the Foundation Council shall review and vote on it. A majority of the members are required to approve the AIP. If there are less than five (5) members on the Foundation Council, a majority of the filled seats must vote in favor for it to be approved. In the event of a tie, the Foundation Director(s) may approve the AIP, moving it to Phase Two.

Phase Two - Citizens Veto Within three (3) calendar days of an AIP being approved by the Foundation Council, a Moderator shall post it on the A7A AI Snapshot for a veto vote. If the Quorum Requirements are met and a majority of the votes cast are in favor of vetoing the AIP, the proposal will not be enacted. The veto period lasts seven (7) calendar days from posting.

Phase Three - Implementation Approved Foundation Council AIPs that are not vetoed during the Veto Period will be implemented by the Foundation in a commercially reasonable time and manner. However, if the Foundation Director(s) determine that the AIP, if implemented, would:

  1. Compromise their fiduciary duties to the Foundation.

  2. Violate any part of the Governance Documentation, the AIP Process, any statutory requirements of applicable law, or the laws of any other jurisdiction.

  3. Cause the Foundation to breach any contracts, agreements, or arrangements.

  4. Be against the best interests of the Foundation or the A7A AI Chain.

The Foundation Director(s) may take steps to amend, augment, reject, or remediate the enactment of such AIP.

7. Other Related Issues

Emergency Actions by the Security Council

The Security Council has the authority to execute emergency actions without specific governance approvals to respond to security threats. Transparency reports will be issued post-action.

Additional Guidelines

True and Complete

By submitting an AIP, you represent and warrant to the Foundation Council and the A7A AI Foundation that all the information it contains is true and complete to the best of your knowledge.

Prior Proposals

Sometimes, AIPs aren’t passed on their initial submissions. If an AIP is not passed, the proposer may resubmit the AIP after sixty (60) days and should address the concerns of the community. The proposer should include the following additional sections in the resubmitted AIP:

  • A link to the previous AIP: The link to the previous AIP should be included in the resubmitted AIP.

  • Reasons why the AIP was not passed: The reasons why the AIP was not passed should be included in the resubmitted AIP.

  • Changes made to the AIP: The changes made to the AIP should be included to address the concerns raised during the previous AIP submission.

  • Additional information: More detailed intentions, specifics, and implication details can help the community understand the revised AIP, increasing the chances of it being passed.

Code Change

Proposals that require code changes should include the code that will be executed when the proposal is passed. This code should handle the data structures, logic, executable data, and execution of the proposal. All code changes should include audit reports.

AIP Template

  • Proposal Title: AIP - Proposal Title

  • Proposal Type: Governance proposals must fall under one of the categories set forth.

  • Executive Summary: Short summary of the AIP, impacted stakeholders, and expected outcomes.

  • Motivation: Explanation of why the proposal is being submitted and its importance to the A7A AI community.

  • Proposal Details: Comprehensive description of the proposed changes, including any relevant code changes and associated audits.

  • Implementation: Details on how the proposal will be implemented, including anticipated timing, contingency plans, milestones, and targeted completion dates.

  • Associated Costs: Total anticipated costs to implement the AIP, including a breakdown of fixed and recurring costs.

Prior Proposals: Link to previous AIPs, reasons for their rejection, changes made, and additional information to address community concerns.

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