[Numpy-discussion] NumFOCUS fiscal sponsorship agreement

Looks good to me.

This pretty exciting, actually :-)

-CHB

Sent from my iPhone

Post by Nathaniel Smith
Hi all,
Now that the governance document is in place, we need to get our legal
ducks in a row by signing a fiscal sponsorship agreement with
NumFOCUS.
The basic idea here is that there are times when you really need some
kind of corporation to represent the project -- the legal system for
better or worse does not understand "a bunch of folks on a mailing
list" as a legal entity capable of accepting donations, or holding
funds or other assets like domain names. The obvious solution is to
incorporate a company to represent the project -- but incorporating a
company involves lots of super-annoying paperwork. (Like, *super*
annoying.) So a standard trick is that a single non-profit corporation
acts as an umbrella organization providing these services to multiple
projects at once, and this is called "fiscal sponsorship". You can
https://en.wikipedia.org/wiki/Fiscal_sponsorship
https://docs.google.com/document/d/11YqMX9UrgfCSgiQEUzmOFyg6Ku-vED6gMxhO6J9lCgg/edit?usp=sharing
and we have the option of negotiating changes if there's anything we don't like.
https://docs.google.com/document/d/1zdXp07dLvkbqBrDsw96P6mkqxnWzKJuM-1f4408I6Qs/edit?usp=sharing
I've read through the document and didn't see anything that bothered
me, except that I'm not quite sure how to make the split between the
steering council and numfocus subcommittee that we have in our
governance model sync up with their language about the "leadership
body", and in particular the language in section 10 about simple
majority votes. So I've queried them about that already.
In the mean time, I'd encourage anyone with an interest to look it
over and speak up if you see anything that you think should be changed
before we sign.
Cheers,
-n
--
Nathaniel J. Smith -- http://vorpus.org
_______________________________________________
NumPy-Discussion mailing list
https://mail.scipy.org/mailman/listinfo/numpy-discussion

Ralf Gommers

2015-10-12 21:01:26 UTC

Hi,

Thanks Nathaniel and everyone else who contributed for pushing forward with
formalizing Numpy governance and with this FSA. I'm quite excited about
both!

Before I start commenting on the FSA, I'd like to point out that I'm both
on the numpy steering committee and the NumFOCUS board. I don't see that as
a problem for being involved in the discussions or signing the FSA, however
I will obviously abstain from voting or (non-)consenting in case of a
possible conflict of interest.

Additional clarification: NumFOCUS is a 501(c)3 organization, which means
that in the US donations that are tax-deductable can be made to it (and
hence to Numpy after this FSA is signed). From European or other countries
donations can be made, but they won't be deductable.

Post by Nathaniel Smith
or holding
funds or other assets like domain names. The obvious solution is to
incorporate a company to represent the project -- but incorporating a
company involves lots of super-annoying paperwork. (Like, *super*
annoying.) So a standard trick is that a single non-profit corporation
acts as an umbrella organization providing these services to multiple
projects at once, and this is called "fiscal sponsorship". You can
https://en.wikipedia.org/wiki/Fiscal_sponsorship
https://docs.google.com/document/d/11YqMX9UrgfCSgiQEUzmOFyg6Ku-vED6gMxhO6J9lCgg/edit?usp=sharing

There's one upcoming change to this FSA: the overhead percentage (now 4-7%)
charged will go up significantly, to around 10-15%. Re4ason: NumFOCUS
cannot cover its admin/legal costs as well as support its projects based on
what the doc says now. This is still at the lower end of the scale for
non-profits, and universities typically charge way more on grants. So I
don't see any issue here, but it's good to know now rather than right after
we sign.

Post by Nathaniel Smith
and we have the option of negotiating changes if there's anything we don't like.
https://docs.google.com/document/d/1zdXp07dLvkbqBrDsw96P6mkqxnWzKJuM-1f4408I6Qs/edit?usp=sharing
I've read through the document and didn't see anything that bothered
me, except that I'm not quite sure how to make the split between the
steering council and numfocus subcommittee that we have in our
governance model sync up with their language about the "leadership
body", and in particular the language in section 10 about simple
majority votes. So I've queried them about that already.

I'd like to clarify that the Numfocus subcommittee is only meant to
facility interaction with NumFOCUS and to ensure that if funds are spent,
they are spent in a way consistent with the mission and non-profit nature
of NumFOCUS. The same applies to possible legal impacts of decisions made
in the Numpy project.

Regarding the question about the "simple majority votes" language, we can
simply replace that with the appropriate text describing how decisions are
made in the Numpy project.

Cheers,
Ralf

Ralf Gommers

2015-10-28 22:48:45 UTC

Post by Ralf Gommers
Hi,
Thanks Nathaniel and everyone else who contributed for pushing forward
with formalizing Numpy governance and with this FSA. I'm quite excited
about both!
Before I start commenting on the FSA, I'd like to point out that I'm both
on the numpy steering committee and the NumFOCUS board. I don't see that as
a problem for being involved in the discussions or signing the FSA, however
I will obviously abstain from voting or (non-)consenting in case of a
possible conflict of interest.

There's one upcoming change to this FSA: the overhead percentage (now
4-7%) charged will go up significantly, to around 10-15%. Re4ason: NumFOCUS
cannot cover its admin/legal costs as well as support its projects based on
what the doc says now. This is still at the lower end of the scale for
non-profits, and universities typically charge way more on grants. So I
don't see any issue here, but it's good to know now rather than right after
we sign.

I'd like to clarify that the Numfocus subcommittee is only meant to
facility interaction with NumFOCUS and to ensure that if funds are spent,
they are spent in a way consistent with the mission and non-profit nature
of NumFOCUS. The same applies to possible legal impacts of decisions made
in the Numpy project.
Regarding the question about the "simple majority votes" language, we can
simply replace that with the appropriate text describing how decisions are
made in the Numpy project.

Hi all, there wasn't much feedback on this FSA, but I want to point out
that it's actually quite important for the project.

Maybe everyone already thought about this when the governance model was
agreed on (it does include a NumFOCUS subcommittee after all), but if not:
read / think /ask question fast, because we're moving forward with signing
of the agreement with the people listed at
http://docs.scipy.org/doc/numpy-dev/dev/governance/people.html#numfocus-subcommittee.

Cheers,
Ralf

Ralf Gommers

2015-10-31 23:01:55 UTC

Hi all,

Post by Ralf Gommers
Hi all, there wasn't much feedback on this FSA, but I want to point out
that it's actually quite important for the project.
Maybe everyone already thought about this when the governance model was
read / think /ask question fast, because we're moving forward with signing
of the agreement with the people listed at
http://docs.scipy.org/doc/numpy-dev/dev/governance/people.html#numfocus-subcommittee.

The document is now signed. No other project with an FSA seems to have done
this (yet), but I think it would be good to publish the FSA. Either on
numpy.org, scipy.org or numfocus.org. Any objections/concerns about that?

+1's from the people that signed would be good to have before moving
forward.

Cheers,
Ralf

Thomas Caswell

2015-10-31 23:20:21 UTC

+1 to posting it as part of the documentation.

I also like the idea of numfocus hosting the whole collection of them
locally so that we can just link to them.

Post by Nathaniel Smith
Hi all,

The document is now signed. No other project with an FSA seems to have
done this (yet), but I think it would be good to publish the FSA. Either on
numpy.org, scipy.org or numfocus.org. Any objections/concerns about that?
+1's from the people that signed would be good to have before moving
forward.
Cheers,
Ralf
_______________________________________________
NumPy-Discussion mailing list
https://mail.scipy.org/mailman/listinfo/numpy-discussion

Nathaniel Smith

2015-10-31 23:53:05 UTC

Post by Nathaniel Smith
Hi all,

Hi all, there wasn't much feedback on this FSA, but I want to point out that it's actually quite important for the project.
Maybe everyone already thought about this when the governance model was agreed on (it does include a NumFOCUS subcommittee after all), but if not: read / think /ask question fast, because we're moving forward with signing of the agreement with the people listed at http://docs.scipy.org/doc/numpy-dev/dev/governance/people.html#numfocus-subcommittee.

+1 from me, with the proviso that most project FSAs probably contain
individual contributor's home addresses, which should be redacted just
in case.

(Correctly redacting PDFs is notoriously tricky [1], but it looks like
recent versions of e.g. Acrobat have tools that take appropriate care
[2].)

-n

[1] http://blog.foxitsoftware.com/how-to-properly-redact-pdf-files/
[2] https://helpx.adobe.com/acrobat/using/removing-sensitive-content-pdfs.html

Ralf Gommers

2015-10-31 23:57:08 UTC

Post by Nathaniel Smith
Hi all,

Post by Ralf Gommers
Hi all, there wasn't much feedback on this FSA, but I want to point out

that it's actually quite important for the project.

Post by Ralf Gommers
Maybe everyone already thought about this when the governance model was

read / think /ask question fast, because we're moving forward with signing
of the agreement with the people listed at
http://docs.scipy.org/doc/numpy-dev/dev/governance/people.html#numfocus-subcommittee
.

Post by Nathaniel Smith
The document is now signed. No other project with an FSA seems to have

done this (yet), but I think it would be good to publish the FSA. Either on
numpy.org, scipy.org or numfocus.org. Any objections/concerns about that?

Post by Nathaniel Smith
+1's from the people that signed would be good to have before moving

forward.
+1 from me, with the proviso that most project FSAs probably contain
individual contributor's home addresses, which should be redacted just
in case.

Ours doesn't contain any home addressed, and I don't think the ones for
other projects do either (didn't check yet).

Ralf

Post by Ralf Gommers
(Correctly redacting PDFs is notoriously tricky [1], but it looks like
recent versions of e.g. Acrobat have tools that take appropriate care
[2].)
-n
[1] http://blog.foxitsoftware.com/how-to-properly-redact-pdf-files/
[2]
https://helpx.adobe.com/acrobat/using/removing-sensitive-content-pdfs.html
_______________________________________________
NumPy-Discussion mailing list
https://mail.scipy.org/mailman/listinfo/numpy-discussion

Nathaniel Smith

2015-11-01 00:00:58 UTC

Post by Nathaniel Smith
Hi all,

+1 from me, with the proviso that most project FSAs probably contain
individual contributor's home addresses, which should be redacted just
in case.

Ours doesn't contain any home addressed, and I don't think the ones for
other projects do either (didn't check yet).

Yes it does -- one of the things to fill in on the FSA template is the
"project mailing address", and since most projects don't actually have
one of those, the advice is to pick some contributor's address and use
that.

-n

--
Nathaniel J. Smith -- http://vorpus.org

Ralf Gommers

2015-11-01 00:19:36 UTC

Post by Nathaniel Smith
Hi all,
On Wed, Oct 28, 2015 at 11:48 PM, Ralf Gommers <

Post by Ralf Gommers
Hi all, there wasn't much feedback on this FSA, but I want to point

out

Post by Ralf Gommers
that it's actually quite important for the project.
Maybe everyone already thought about this when the governance model

was

Post by Ralf Gommers
agreed on (it does include a NumFOCUS subcommittee after all), but
read / think /ask question fast, because we're moving forward with

signing

Post by Ralf Gommers
of the agreement with the people listed at

http://docs.scipy.org/doc/numpy-dev/dev/governance/people.html#numfocus-subcommittee
.

Post by Nathaniel Smith
The document is now signed. No other project with an FSA seems to have
done this (yet), but I think it would be good to publish the FSA.

Either on

Post by Nathaniel Smith
numpy.org, scipy.org or numfocus.org. Any objections/concerns about

that?