Smart Contracts… or Dumb Software

The role of smart contracts in blockchain technology is creating an emerging area of jurisprudence which largely overlaps with computer programming. However, one of the first comments I heard about smart contracts when I started working in the blockchain and crypto industry was that they are “neither smart, nor legal”. What does this paradox mean in practice?

First, smart contracts are not “smart”, because they still largely rely on human coders. While self-replicating and self-executing software programs exist, a smart contact contains human-defined parameters or conditions that will trigger the performance of the contract terms once those conditions have been met. The simplest example might be coded as a type of  “if this, then that” function. For example, I could create a smart contract so that every time the temperature drops below 15 degrees, the heating comes on in my house, provided that there is sufficient credit in the digital wallet connected to my utilities billing account.

Second, smart contracts are not “legal”, unless they comprise the necessary elements that form a legally binding agreement: intent, offer, acceptance, consideration, capacity, certainty and legality. They must be capable of being enforceable in the event that one party defaults, but they must not be contrary to public policy, and parties must not have been placed under any form of duress to enter into a contract. Furthermore, there must be an agreed governing law, especially if the parties are in different jurisdictions, and the parties must agree to be subject to a legal venue capable of enforcing or adjudicating the contract in the event of a breach or dispute.

Some legal contacts still need to be in a prescribed form, or in hard copy with a wet signature. A few may need to be under seal or attract stamp duty. Most consumer contracts (and many commercial contracts) are governed by rules relating to unfair contract terms and unconscionable conduct. But assuming a smart contract is capable of being created, notarised and executed entirely on the blockchain, what other legal principles may need to be considered when it comes to capacity and enforcement?

We are all familiar with the process of clicking “Agree” buttons every time we sign up for a social media account, download software or subscribe to digital content. Let’s assume that even with a “free” social media account, there is consideration (i.e., there’s something in it for the consumer in return for providing some personal details), and both parties have the capacity (e.g., they are old enough) and the intent to enter into a contract, the agreement is usually no more than a non-transferable and non-exclusive license granted to the consumer. The license may be revoked at any time, and may even attract penalties in the event of a breach by the end user. There is rarely a transfer of title or ownership to the consumer (if anything, social media platforms effectively acquire the rights to the users’ content), and there is nothing to say that the license will continue into perpetuity. But think how many of these on-line agreements we enter into each day, every time we log into a service or run a piece of software. Soon, those “Agree” buttons could represent individual smart contracts.

When we interact with on-line content, we are generally dealing with a recognised brand or service provider, which represents a known legal entity (a company or corporation). In turn, that entity is capable of entering into a contract, and is also capable of suing/being sued. Legal entities still need to be directed by natural persons (humans) in the form of owners, directors, officers, employees, authorised agents and appointed representatives, who act and perform tasks on behalf of the entity. Where a service provider comprises a highly centralised entity, identifying the responsible party is relatively easy, even if it may require a detailed company search in the case of complex ownership structures and subsidiaries. So what would be the outcome if you entered into a contract with what you thought was an actual person or real company, but it turned out to be an autonmous bot or an instance of disembodied AI – who or what is the counter-party to be held liable in the event something goes awry?

Until DAOs (Decentralised Autonomous Organisations) are given formal legal recognition (including the ability to be sued), it is a grey area as to who may or may not be responsible for the actions of a DAO-based project, and which may be the counter-party to a smart contract. More importantly, who will be responsible for the consequences of the DAO’s actions, once the project is in the community and functioning according to its decentralised rules of self-governance? Some jurisdictions are already drafting laws that will recognise certain DAOs as formal legal entities, which could take the form of a limited liability partnership model or perhaps a particular type of special purpose vehicle. Establishing authority, responsibility and liability will focus on the DAO governance structure: who controls the consensus mechanism, and how do they exercise that control? Is voting to amend the DAO constitution based on proof of stake?

Despite these emerging uncertainties, and the limitations inherent in smart contracts, it’s clear that these programs, where code is increasingly the law, will govern more and more areas of our lives. I see huge potential for smart contracts to be deployed in long-dated agreements such as life insurance policies, home mortgages, pension plans, trusts, wills and estates. These types of legal documents should be capable of evolving dynamically (and programmatically) as our personal circumstances, financial needs and living arrangements also change over time. Hopefully, these smart contracts will also bring greater certainty, clarity and efficiency in the drafting, performance, execution and modification of their terms and conditions.

Next week: Free speech up for sale

 

Antler Virtual Demo Day

As with other virtual demo days I have attended this year, it was remarkable to hear how far the teams in Antler’s Sydney Cohort #3 had progressed in light of the current pandemic and associated lock-down restrictions.

Each participating team was categorised into an industry sector:

Consumer Tech

Remote Social is designed to connect remote and hybrid teams. The ethos is that with the shift in working patterns (heightened by the current pandemic) corporate culture and organisational engagement are “at risk”. The solution aims to foster socialisation and build culture through curated games and activities. Claiming to have generated over 200 organic signups, including team members at big tech brands, the founders are adopting a “bottom, land and expand” customer acquisition strategy. In addition to a seat-based subscription model, the platform will also offer a revenue share for marketplace providers.

Coder One claims to be “the home for AI sports”. The team describe their project as an API platform for AI games, with unique combination of AI and e-sports. The goal is to make AI and programming more accessible via an AI Sports League, where bots compete, programmed by developers. With more than 250 registrations for an upcoming competition, the team are also looking to secure sponsorship deals. The commercial model has three components: free access to programs for developers, individual subscription fees to access games/tournaments, and corporate fees to access talent for potential recruitment.

Feather is an online platform which enables instructors and creators to deliver and monetise their digital services. According to the founders, existing tools are not fit for purpose, complex or clunky. Initially targeting yoga teachers, the solution will sell tiered subscriptions, plus take a small revenue share. The team also see themselves as part of the “creator economy”, but I was confused by the name – is it a deliberate attempt to suggest a link to Dumbo Feather magazine? Plus, there was some feedback that the platform may be vulnerable once tools like Zoom start putting up more pay walls.

Tactiq is a tool to “capture valuable insights from remote meetings”. The founders claim it can be used with any conferencing software, and is platform agnostic (although currently limited to a Google Meet via a Chrome Extension). The product, essentially “speech to text plus”, also generates AI assisted summaries, and the team has attracted over 100,000 users from around 4,500 organisations. Pricing is $9 per user per month, plus $20 per month to access team functionality. While the team appears to know and understand their target users, they were questioned about privacy and security issues. Although the transcription content is not stored on the platform, my experience of other similar tools is that once they are integrated, they have a tendency to “take over” and insert themselves, unprompted, into e-mail and calendar applications – “you seem to have a meeting now – would you like me to record it?”

SaaS

Upflowy wants to help B2B companies improve their customer conversion rates. Intended to be a “no-code” sign-up engine, the team explained that from their experience, in-house developers tend to focus on product features, rather than improving the sign-up experience. Typically, in-house sign-up optimisation is slow, expensive or totally non-existent – the key issues being scaleability and reliability. Essentially a form builder, the solution enables A/B testing, and claims to deliver a 40% improvement in conversion rates (compared to 17% improvement achieved with other optimization tools).

Flow of Work Co is positioning itself as the “Future of Work SaaS”. With a mission to help companies to retain the best people, it is HR tech using AI in the form of a smart matching engine to identify in-house talent, based on proprietary ontology. It also helps employees to find development resources, as well as to match projects with in-house talent. According to the founders, talented staff leave because they are bored or lack career development. With an initial focus on software companies, the team then plans to tackle the financial services sector. The team was asked about integration with existing HR tech stacks, and how they ensure objective assessment of competing project candidates – but it wasn’t so clear how they achieve either.

Portant is an end-to-end project reporting tool, designed to be a “consolidated single source of truth”. Asked why existing project management tools don’t work, the founders identified a number of factors: teams are using different tools, the process is often repetitive and/or highly manual, or project tracking typically relies on data from different sources. The team have launched an MVP on Google Workspace Marketplace, and will soon launch on Microsoft AppSource (and appears to use AWS Comprehend as the analytical tool?). There is an SaaS pricing model, and content privacy is ensured via end-to-end encryption plus the use of private keys.

StackGo helps clients achieve stronger B2B sales via SaaS marketplaces, rather than relying on direct sales. However, the initial setup costs and effort required to connect to existing SaaS marketplaces can be daunting. With an approach based on “build once, deploy many”, StackGo enables users to connect to multiple SaaS marketplaces via a single solution. However, the team, did not explain what the setup costs are for StackGo nor were they very specific about the price range or typical sales value their clients achieve – “free to hundreds of dollars per month”.

EdTech

GradVantage wants to reduce the cost of getting graduates job ready, and reckons it can save employers $30k per new hire. Offering a personalised learning experience for each user, the founders have adopted a “Slack” model – team first, then enterprise sale. Acknowledging that the EdTech sector is crowded, the team think their point of differentiation is the fact that they are a career-entry solution, and not in the K-12 market. The focus is on tech talent and SaaS vendors. Employers pay per learner, and the platform saves time and reduces on-boarding costs. Typically, 30% of program content is about tech applications, and 70% on how to use the tech. A more fundamental issue is the huge gap between university courses and actual job requirements.

HealthTech

eQALY is an integrated tech platform that enables the elderly to achieve a higher quality of life in their own home, by predicting their individual needs in advance, and identifying the right Home Care Package funding (which can be worth up to $26k). Using 360 degree data inputs, a risk model, and a proactive care plan, the product takes into account client needs as well as family concerns, plus financial considerations. Although the aged care industry is regarded as being slow to adopt new technology, the founders plan to focus on aged care organisations, who will then distribute predictive data and analytics to care providers and managers. The platform is tech agnostic but IoT devices, AI tools and virtual assistants can be integrated, plus new voice analysis technology is emerging that can monitor client well-being, and
all of the activity monitoring tech is passive. meaning the end user does not have to worry about learning new applications.

Retail and E-Commerce

The One Two is a very specific, and very targeted, D2C solution offering a hyperpersonalised service for fitting and buying bras. According to the founders, current customer experience suffers from ill-fitting products, poor product design, bad materials, and inadequate size configurations. As a result, customers feel overwhelmed and give up. The basic product IP has been tested, along with an on-line measuring and fitting tool, combining to provide better customer diagnosis and product tips. The team have already secured a startup partnership with a global lingerie manufacturer and distributor.

m8buy did not make much sense to me. Maybe I’m the wring demographic, but why would anyone want to “shop online with [their] friends”? Describing itself as “a social layer on any e-commerce store”, it feels like this is aimed at the “buy now, pay later” audience.
According to the founders, merchants will only pay a commission (“low single digit %”?) on successful sales. But it’s not clear whether this is a group buying service, a discount marketplace, or a loyalty programme, nor how it will be differentiated within the Shopify marketplace.

PropTech

Sync Technologies is a digital solution for construction industry – with the tag line of “turning data into insights”. The problem being addressed can be summarised as follows: 1) Building
sites are fragmented and complex 2) Progress reporting and bottleneck identification is poorly done 3) 12% of a typical job has to be reworked 4) 80% of projects are late and/or run over budget. Using a digital twin concept, the solution aims to provide a “single source of truth”, and the team are already working with some key firms, and have 2021 forecast revenue of $2m.
Key obstacles to overcome are entrenched on-site behaviours, and slow the tech adoption across so many stakeholders in the construction industry. The founders claim to have identified the solution via their Construction Assistance System which offers better project and status visualisation via the digital twin.

Next week: Version / Aversion

Startmate Virtual Demo Day

Despite being under lock-down, the current cohort of Australian & NZ startups participating in the Startmate accelerator programme managed to deliver their Demo Day presentations on-line, including a virtual “after party” where founders were available for Q&A.

Given the large number of startups, and the fact that several were very early stage businesses, I have grouped them into loose clusters, with just a brief summary of each project. More info can be found at the links in the names:

Real Estate

Landlord Studio – tax & book-keeping solution for landlords. I tend to think the need for very niche accounting solutions is either overstated, or existing software platforms like Xero will come up with a plug-in of their own. Also, tax rules vary greatly by jurisdiction, so scaling internationally can be a challenge.

Passingdoor – an online estate agency trying to remove some of the costs and hassles of selling your home. Rather than listing with a traditional estate agent, Passingdoor will find buyers on your behalf (via a matching process?). I assume that prospective buyers will come from: people in the process of selling their own home; buyer advocates; or recent mortgage applicants – which is why the founders will need relationships with traditional agencies (referrals), mortgage brokers (cross-selling) and real estate ad platforms (leads). But given that sellers on Passingdoor only pay a 0.5% commission once an offer becomes unconditional, I’m not sure how the cashflow model will work.

MedTech

Mass Dynamics – scaling spectrometry for improved patient care. From what I understand, Mass Dynamics is using cloud-based architecture to “lease out” spectrometry capacity on demand, and to accelerate sample analysis.

LaserTrade – a marketplace for second-hand medical laser equipment. Rather than seeing re-usable equipment go to scrap, the founder saw an opportunity to create a marketplace for unwanted items. All items are tested beforehand. Has the potential to extend to other types of equipment, assuming the certification process is valid?

Health & Wellbeing

Body Guide – semi-customised rehab exercises to suit your symptoms. With superb timing as we emerge from months of inaction (or poor posture) while working from home during lock-down, this service is an aid to physical recovery, once your condition has been formally diagnosed. I’d probably want to check in with my GP or physio that the programme was right for me, though.

Sonnar – offers a library of audio content for people with reading disabilities. This is a subscription service, which claims to be cheaper than other audio-book services, and with a broader type of content (periodicals as well as books). I was unclear whether Sonnar is cheaper because they don’t need to pay publisher or author royalties (as it is deemed a charity?), or because they only license out-of-copyright content.

Good Thnx – promises to be “the world’s best gifting and recognition tool, with impact”. Aiming to provide a service for businesses, individuals and partner charities, Good Thnx is still in development. But as part of the Startmate Demo Day, gave attendees an opportunity to allocate a small financial donation to a selection of charities.

Food & Agriculture

Cass Materials – With the search for sustainable alternatives to meat, Cass Materials is developing a cheap and edible high fibre cell scaffold on which to grow cultivated meat – otherwise known as bacterial nanocellulose (BNC). I’m not opposed to the idea of “meat substitutes”, but I’m generally wary of what are sometimes called “fake meats” – vegetable proteins that are so processed so as to resemble animal flesh. I’d rather go vegetarian (I’m not sure I can go full vegan, because if we weren’t supposed to eat honey and yoghurt, why do they taste so good, especially together?).

Digital Agriculture Services – An AgTech platform is using AI-powered applications for developing a range of data-driven solutions across rural, agricultural and climate applications. The potential to bring more business insights and practical analysis to farming and allied industries is of huge potential in the Australian economy.

Heaps Normal – This company has taken a novel approach to producing non-alcoholic beer. Rather than chemical extraction or other processing to remove alcohol from ordinary beer, Heaps Normal has managed to brew beer without alcohol content.

Energy

Gridcognition – Using digital twin mapping of buildings, structures and locations to optimise the planning and operation of distributed energy projects. Given the value of lower transmission and storage costs, as well as more efficient energy generation, Gridcognition is aiming to bring their “decarbonised, decentralised, digitised” solutions to a range of industry participants.

ZeroJet – Helping the marine industry transition to sustainable energy solutions with the development of electric propulsion systems. In particular, targeting small inshore craft which are ideal boats for this type of engine.

Logistics & Analytics

PyperVision – This startup has developed a system for fog dispersal at airports. By aiming for zero fog delays, PyperVision is helping to reduce disruption in the travel and logistics sectors.

Arlula – An API service to stream satellite images from space. As we know, satellite imagery is an important input to modelling, planning and analysis. Arlula also offers access to historic and archive content.

Database CI – A platform for in-house software developers to access the right sort of enterprise data for real-life testing purposes. For example, realistic and appropriate “dummy” data that does not compromise privacy, confidentiality or other obligations.

Law on Earth – On-line access to self-serve legal documents, forms and precedents, plus lower-cost legal advice. With a mission to “empower the public to safely manage their own legal needs”, Law on Earth already has a tie-up with Thomson Reuters, one of the largest legal information providers in the world.

Next week: Are we there yet?

The Limits of Technology

As part of my home entertainment during lock-down, I have been enjoying a series of Web TV programmes called This Is Imminent hosted by Simon Waller, and whose broad theme asks “how are we learning to live with new technology?” – in short, the good, the bad and the ugly of AI, robotics, computers, productivity tools etc.

Niska robots are designed to serve ice cream…. image sourced from Weekend Notes

Despite the challenges of Zoom overload, choked internet capacity, and constant screen-time, the lock-down has shown how reliant we are upon tech for communications, e-commerce, streaming services and working from home. Without them, many of us would not have been able to cope with the restrictions imposed by the pandemic.

The value of Simon’s interactive webinars is two-fold – as the audience, we get to hear from experts in their respective fields, and gain exposure to new ideas; and we have the opportunity to explore ways in which technology impacts our own lives and experience – and in a totally non-judgmental way. What’s particularly interesting is the non-binary nature of the discussion. It’s not “this tech good, that tech bad”, nor is it about taking absolute positions – it thrives in the margins and in the grey areas, where we are uncertain, unsure, or just undecided.

In parallel with these programmes, I have been reading a number of novels that discuss different aspects of AI. These books seem to be both enamoured with, and in awe of, the potential of AI – William Gibson’s “Agency”, Ian McEwan’s “Machines Like Me”, and Jeanette Winterson’s “Frankissstein” – although they take quite different approaches to the pros and cons of the subject and the technology itself. (When added to my recent reading list of Jonathan Coe’s “Middle England” and John Lanchester’s “The Wall”, you can see what fun and games I’m having during lock-down….)

What this viewing and reading suggests to me is that we quickly run into the limitations of any new technology. Either it never delivers what it promises, or we become bored with it. We over-invest and place too much hope in it, then take it for granted (or worse, come to resent it). What the above novelists identify is our inability to trust ourselves when confronted with the opportunity for human advancement. Largely because the same leaps in technology also induce existential angst or challenge our very existence itself – not least because they are highly disruptive as well as innovative.

On the other hand, despite a general shift towards open source protocols and platforms, we still see age-old format wars whenever any new tech comes along. For example, this means most apps lack interoperability, tying us into rigid and vertically integrated ecosystems. The plethora of apps launched for mobile devices can mean premature obsolescence (built-in or otherwise), as developers can’t be bothered to maintain and upgrade them (or the app stores focus on the more popular products, and gradually weed out anything that doesn’t fit their distribution model or operating system). Worse, newer apps are not retrofitted to run on older platforms, or older software programs and content suffer digital decay and degradation. (Developers will also tell you about tech debt – the eventual higher costs of upgrading products that were built using “quick and cheap” short-term solutions, rather than taking a longer-term perspective.)

Consequently, new technology tends to over-engineer a solution, or create niche, hard-coded products (robots serving ice cream?). In the former, it can make existing tasks even harder; in the latter, it can create tech dead ends and generate waste. Rather than aiming for giant leaps forward within narrow applications, perhaps we need more modular and accretive solutions that are adaptable, interchangeable, easier to maintain, and cheaper to upgrade.

Next week: Distractions during Lock-down