📝 Fiscal Sponsorship Agreements [due Jan 17]

[ebullient]

This PR defines the agreements and terms for officially transitioning projects and assets to the Foundation.

1. The Fiscal Sponsorship Agreement is the formal legal contract between the Commonhaus Foundation (“Sponsor”) and a Project’s representatives (“Signatories”). It sets out the legal relationship, roles, and responsibilities for Projects under the Foundation’s fiscal sponsorship.

2. The Terms and Conditions for Fiscal Sponsorship provides detailed operational guidelines for sponsored Projects. These Terms clarify how Projects are supported, outline financial and administrative processes, and define responsibilities for both the Project and the Sponsor.

3. The Asset Transfer Agreement governs the transfer of assets (such as funds, trademarks, or other property) from the current owner (the “Assignor”) to the Sponsor as part of the fiscal sponsorship arrangement.

When we have approved these documents, each project will effectively be at the beginning of the On-boarding phase (as described in the Terms and Conditions).

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[haus-rules-bot]

🗳️9 of 15 members of @commonhaus/cf-egc have voted (reaction or review, quorum=2/3).

Reaction	Total	Team	Voting members
approve	3	3	Naros, criccomini, ebullient
ok	6	6	aalmiray, cealsair, cowtowncoder, henri-tremblay, kenfinnigan, marc0der

The following votes were not counted (duplicates):
Naros(👍), criccomini(👀), kenfinnigan(👍)

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[criccomini]

Overall, LGTM. I left a few random questions.

[criccomini]

What does this mean? Are we going to be required to write quarterly board reports 😭

[ebullient]

I don't want to read quarterly board reports either. Are you participating in EGC discussions? Are you around on Discord where I can find you?

We should be working together to make sure domains are renewed and any other expenses get paid. What we don't want is ghosting.

How regular is regular? How formal (or not) does this need to be? I'd like us all to figure out what works.

[criccomini]

Gotcha. In that case, I think this should be reworded to capture the sentiment of accessibility rather than the regularity of communication. Something like...

Project leaders must be easily reached and respond to communication from the Sponsor regarding project activities and financial needs.

[aalmiray]

Do we have to define "ghosting" in some way? What happens when project representatives can't/wont reply on time? We'd like to avoid a situation when CF must take action because the other side of the isle has been quiet for <insert a given period of time and/or attempts to communicate>.

Ghosting could be a symptom the project is in trouble. Ideally we'd react earlier to prevent/mitigate. But if it didn't happen for whatever reason, what happens next?

Do we spell these things out here?

[ebullient]

yes, we should. suggestions?

[cowtowncoder]

Ok one clarifying question: is the (full) Transfer of Assets meant to be part of on-boarding (actually joining) foundation, or is this more for possible case of current project owner(s) wanting to move on and hand over project to Foundation?

I assume former (given it is not intention of Foundation to manage projects itself)?

So far I have assumed that some aspects would remain for projects to manage.

I guess I am not quite clear on scope of these agreements.

[ebullient]

Ok one clarifying question: is the (full) Transfer of Assets meant to be part of on-boarding (actually joining) foundation, or is this more for possible case of current project owner(s) wanting to move on and hand over project to Foundation?

I assume former (given it is not intention of Foundation to manage projects itself)?

So far I have assumed that some aspects would remain for projects to manage.

I guess I am not quite clear on scope of these agreements.

Part of on-boarding is discovery and listing of assets. Some things must be transferred, some things could wait. We could decide that some things won't ever, and are better managed for all concerned using some other structure. In all cases, the project will continue to manage itself.

There is a level of transparency and partnership here to figure out what the right (and least disruptive) thing to do is.

[kenfinnigan]

I've taken a look at this again, looks good

[criccomini]

LGTM. Left a few notes and comments, but I'm comfortable.

[cealsair]

Done with my review. Overall, it looks good to me. I have left a few comments/suggestions. Thanks.

[cealsair]

At the moment, OC hosted collective administrators can approve their own expenses. We should probably need to add some language saying something like "Hosted collectives admins must refrain from approving their own expenses when submitting them via the platform."

[ebullient]

Or we state that approved expenses are subject to Sponsor review/oversight?

[kenfinnigan]

I'd be good with stating review and possible rejection.

We don't want to block on everything, but we do need to be able to make sure the expenses are appropriate

[ebullient]

suggest?

[kenfinnigan]

Suggested change

All expenses must be approved by the Sponsor to ensure they are valid and in alignment with the Sponsor's tax-exempt purposes under the terms of this agreement before disbursement.

All expenses must be approved by the Sponsor to ensure they are valid and in alignment with the Sponsor's tax-exempt purposes under the terms of this agreement before disbursement. Project restricted funds hosted at the OpenCollective, expenses can be approved by Project Leaders but the Sponsor reserves the right to deny expenses not in alignment with the Sponsor's tax-exempt purposes under the terms of this agreement post disbursement.

[cealsair]

Should something about "transferring project-restricted funds to Sponsor" be included in this list?

[ebullient]

This is the succession/transition bucket (project leadership changes after agreements have been signed). All project-specific restricted funds are already managed by us.