[Board] [OSGeo-Conf] 2017 Boston agreement & seed funding - IMPORTANT

Wed Mar 16 23:28:29 PDT 2016

Hi Micheal and All,

I am attaching the signed copy of the agreement. Hope it is
in order.

Best

Venka

On 3/17/2016 5:43 AM, Michael Terner wrote:
> Thanks greatly to both Conference Dev and the OSGeo Board for considering
> and approving our agreement and our request for an advance as well as your
> overall support of our efforts.
>
> Attached to this email is a *signed copy* of the agreement, and a signed
> Attachment 1 (i.e., our contract with our PCO). We used the same exact
> agreement that Steven sent over as V4 on March 9 (and that version
> corrected an inadvertent reference to the Bonn team). For the agreement
> itself, both Cindy Delaney (President of Delaney Meeting & Event
> Management) and myself have signed (on page 5 of the PDF). Please note that
> a second OSGeo signature is needed on the last page of the PDF (page 21) as
> our Attachment 1 is the contract between OSGeo and Delaney Meeting & Event
> Management (DMEM). Cindy has already signed in both places. Once we receive
> the final, Guido will make sure it finds its way to SVN.
>
> Please let us know if you need anything further. Otherwise, we'll await
> receipt of a copy that is counter-signed by OSGeo. Anything that can be
> done to expedite the return to us would be great as that will enable us to
> move out and have DMEM secure our venue.
>
> Many thanks and sincerely,
>
> MT, the BLOC and DMEM
>
> On Wed, Mar 16, 2016 at 3:27 PM, Steven Feldman <shfeldman at gmail.com> wrote:
>
>> Thanks Venka
>>
>> Michael will get the signed agreement out to you for counter signature.
>>
>> As per the agreement the Board needs to appoint a financial representative
>> to the 2017 LOC. In the past the board has encouraged a past chair (who was
>> a board member) to join the LOC to provide some continuity and experience
>> from previous events - this has been an informal arrangement. These two
>> roles could be combined.
>>
>> For 2016 I am fulfilling the joint role with the Bonn LOC.
>> ______
>> Steven
>>
>>
>> On 16 Mar 2016, at 15:14, Venkatesh Raghavan <venka.osgeo at gmail.com>
>> wrote:
>>
>> Dear All,
>>
>> I am subscribed to the conference list with a different
>> e-mail and my earlier mail to this list informing
>> about the board approval for 2017 Boston agreement & seed funding
>> request did not reach this list.
>>
>> I forward may earlier mail from my subscribed address.
>>
>> Best
>>
>> Venka
>>
>>
>> -------- Forwarded Message --------
>> Subject: Re: [Board] [OSGeo-Conf] 2017 Boston agreement & seed funding -
>> IMPORTANT
>> Date: Wed, 16 Mar 2016 23:57:55 +0900
>> From: Venkatesh Raghavan <raghavan at media.osaka-cu.ac.jp>
>> <raghavan at media.osaka-cu.ac.jp>
>> To: Michael Terner <mgt at appgeo.com> <mgt at appgeo.com>, OSGeo Board
>> <board at lists.osgeo.org> <board at lists.osgeo.org>
>> CC: conference <conference_dev at lists.osgeo.org>
>> <conference_dev at lists.osgeo.org>
>>
>> Hi Micheal and All,
>>
>> I am glad to inform that the Board has approved the
>> Motion to approve the FOSS4G-2017 Boston agreement &
>> seed funding funding request.
>>
>> Let us know the next steps to be taken from our side to get
>> the agreement signed.
>>
>> Best
>>
>> Venka
>>
>> On 2016/03/15 21:17, Michael Terner wrote:
>>> Venka:
>>> Thanks for the fair questions and thanks to the board for the serious
>>> consideration of our request.
>>>
>>> Steven, thanks for the general outline of a response and an enumeration of
>>> our request. Your four points are entirely accurate and indeed several
>>> people guided us to examine the Bonn agreement as a template for an
>>> OSGeo/LOC agreement. This is precisely what we did, although in our case,
>>> and unlike Bonn, the BLOC is not a legal entity and thus as with some past
>>> conferences our PCO is part of the agreement as our "financial agent". So
>>> here are a few additional details on the four main points:
>>>
>>>      1. *Names*: Our agreement has three parties: OSGeo, the Boston Location
>>>      Organizing Committee (BLOC) and Delaney Meeting & Event Management, our
>>>      PCO, who is acting as our financial agent.
>>>      2. *Seed funding*: We are asking for approval of up to maximum of
>>>      $70,000 of advances. As per the email threads, we anticipate doing this
>>>      through two separate requests. The first would be for $20,000 +/-
>>>      immediately following our hoped for approval of the agreement. The second
>>>      would be for the remaining $50,000 after the Bonn Conference concludes and
>>>      as we begin to ramp up at a faster pace (and as deposits come due).
>>>      3. *Additional guarantee*: Again, we followed the Bonn agreement model,
>>>      and as Steven points out the "total exposure" for OSGeo between the
>>>      advances and additional guarantee are the same for both Boston and Bonn. I
>>>      would also observe that the known precedent of OSGeo providing these
>>>      guarantees was something we considered strongly in forming our bid. Indeed,
>>>      both the BLOC and OSGeo are "in this together" with substantial "skin in
>>>      the game" and we are both strongly motivated for a superior and financially
>>>      successful event. We will work tirelessly to ensure Boston continues the
>>>      FOSS4G streak of being financially successful.
>>>      4. *Contractual clauses*: As has happened over the years, we would
>>>      certainly urge OSGeo to continue building on the template agreement and
>>>      these clauses provide important *mutual *protections as well as
>>>      providing a framework for cost-effective dispute resolution in the unlikely
>>>      event it is needed. They are standard clauses, but they also articulate
>>>      important principles.
>>>
>>> Last, please consider the BLOC to have a strong +1 to Dirk's suggestion
>>> that OSGeo look at an insurance approach for FOSS4G that could be designed
>>> to cover future events and could leverage the good financial record of past
>>> FOSS4G's. This would be one more thing that the "next conference" (e.g.,
>>> 2018) would not have to start from scratch with. Along those lines, we very
>>> much appreciate Cameron resuscitating the "Priorities for Conference
>>> Committee" thread, and anticipate chiming in over the coming weekend.
>>> Indeed, the "starting from scratch" issues are something that are
>>> resonating with our team.
>>>
>>> Please let us know if you have any further questions, or need
>>> clarifications on the points made above. We remain very hopeful that we can
>>> receive Board approval *this week*. And, we are also hopeful that if we do
>>> receive that approval it will be provided with some guidance on "what comes
>>> next" in terms of putting signatures on the agreement and formally
>>> initiating the financial request for an advance. The signatures part is
>>> most important as we continue to face a near term deadline for signing an
>>> agreement with our venue that will legally secure the date.
>>>
>>> Thanks in advance...
>>>
>>> MT & the BLOC
>>>
>>>
>>>
>>> On Tue, Mar 15, 2016 at 4:19 AM, Dirk Frigne <dirk.frigne at geosparc.com> <dirk.frigne at geosparc.com>
>>> wrote:
>>>
>>>> Thank you Steven,
>>>>
>>>> This is a clear statement and an improvement of the contract in relation
>>>> to last year in relation to exposed risk.
>>>>
>>>> i.m.h.o. this should pass the board's decision for this event. If the
>>>> board should have still questions about the contract in general, we
>>>> should discuss them and formulate an advise for improvement for future
>>>> events.
>>>> One improvement could be that OSGeo get insured for the extra exposed
>>>> risk (for future events), based on the financial history of all the
>>>> FOSS4G events in the past.
>>>>
>>>> Dirk.
>>>>
>>>>
>>>> On 14-03-16 16:39, Steven Feldman wrote:
>>>>> Venda, Board
>>>>>
>>>>> The proposed agreement is identical to the one that OSGeo has entered
>>>> into with Bonn for 2016, with the following variations:
>>>>> 1. The names
>>>>> 2. The seed funding is up to £70,000 not $57.500
>>>>> 3. The advance is for up to $45,000 not $57,500 (overall the total
>>>> exposure is the same as 2016 at $115,000)
>>>>> 4. The insertion of Mitigation, Indemnification and Arbitration clauses
>>>> which I understand are standard clauses in US agreements of this type and
>>>> apply equally to both parties.
>>>>> The additional guarantee is intended to cover the very unlikely
>>>> circumstance that the FOSS4G is financially unsuccessful. If the event
>>>> loses money OSGeo is at risk of losing our seed money and an additional
>>>> $45,000 up to a maximum exposure of $115,000. This agreement limits our
>>>> exposure to $115,000 previously we had potentially unlimited exposure.
>>>>> I hope this helps the board in considering this motion
>>>>>
>>>>> Cheers
>>>>> ______
>>>>> Steven
>>
>>
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>>
>>
>
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>
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