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

[Michael Terner]

Venka & the Board:
THANK YOU!
We are thrilled and appreciate your assistance and support.
Off we go!

MT

On Thu, Mar 17, 2016 at 2:28 AM, Venkatesh Raghavan <
raghavan at media.osaka-cu.ac.jp> wrote:

> 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> <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> <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><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> <mgt at appgeo.com> <mgt at appgeo.com>, OSGeo Board<board at lists.osgeo.org> <board at lists.osgeo.org> <board at lists.osgeo.org> <board at lists.osgeo.org>
> CC: conference <conference_dev at lists.osgeo.org> <conference_dev at lists.osgeo.org><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> <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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>


-- 
*Michael Terner*
*Executive Vice President*
617-447-2468 Direct | 617-447-2400 Main
Applied Geographics, Inc.
24 School Street, Suite 500
Boston, MA 02108
www.AppGeo.com

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