Racket to join the Conservancy!

[d...@sfconservancy.org]

Hi, 

I’m the Director of Community Operations at the Software Freedom Conservancy.

I am excited to write that Conservancy’s Project Evaluation Committee has approved Racket for membership in Conservancy. The Racket Project Leadership Committee has been working with Conservancy to put a document in place called a “fiscal sponsorship agreement” (FSA).  Matthew Flatt, Jay McCarthy, Robby Findler, Matthias Felleisen and Sam Tobin-Hochstadt are signing this document on behalf of the Racket community.

You can find a template of the agreement available on Conservancy’s website at: https://sfconservancy.org/members/apply/ConservancyFSATemplate.pdf 9 (there are .odf and .tex files available too).

If you have questions or concerns, we suggest you discuss them on this list or with Conservancy privately if you prefer.

Conservancy’s “Project Intake group” can be reached by the alias project...@sfconservancy.org and is comprised of the following people: Bradley M. Kuhn, Karen Sandler, Tony Sebro, Jeremy Allison, Tom Callaway, Martin Michlmayr. All of whom are members of Conservancy’s Project Evaluation Committee and will be happy to answer questions.

Conservancy strongly suggests that a public discussion of the FSA occur on the general discussion list for contributors of your project, which is why I’ve posted this information here on the Racket Developers list.

If we don’t receive any credible objections to Racket joining Conservancy by Monday, May 14th 2018, we plan to execute the FSA on that date.

We look forward to having Racket join Conservancy!

Deb Nicholson

[Neil Van Dyke]

Will the SFC own any Racket copyrights or trademarks?

[Sam Tobin-Hochstadt]

We're very excited about joining SFC. The main goal we hope to get
from this is the ability to manage our finances for Racket in a
tax-exempt manner in the US, as well as to make it easy to contribute
financially to the health of the Racket project. How Racket is
developed and maintained won't change in other ways because of joining
SFC. We aren't transferring any copyrights on Racket's source code.

We're happy to answer any questions about this process, either
privately or on the list, and of course you're welcome to email SFC
with questions as well, as Deb mentions.

Sam, Robby, Matthew, Matthias, Jay

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[Leif Andersen]

I mean, PLT can't transfer the rights to most of Racket's source code,
as they (we?) don't own most of it. (There is not contributor license
agreement that I'm aware of. :) )

Of course, if Sam wants to do a round of getting people to agree on a
CLA to go along with the re-license...that would be a different
story...

~Leif Andersen

On Mon, May 7, 2018 at 5:11 PM, Neil Van Dyke <ne...@neilvandyke.org> wrote:
> Will the SFC own any Racket copyrights or trademarks?
>

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[Matthew Butterick]

1)

The SFC website says that "Member projects can take directed donations, which allows donors to earmark their donations for the benefit of a specific" project. 

Yet the FSA plainly contradicts this, saying that the SFC will only "make a good faith effort to consider any expressed donor intent ... however, ... expressions of donor intent are not legally binding on" the SFC. [2] 

Does this mean that if Racket becomes an SFC member project, there will no longer be a way for a donor to ensure that a dollar intended to benefit Racket actually does? 

2)

Apparently, much of the SFC's advocacy and energy goes into GPL / copyleft issues. But last I checked, Racket is migrating away from GPL / copyleft. [3] What is the SFC's position on the MIT license? Do member projects that are not GPL / copyleft have the same standing within SFC?

3)

Where is SFC publish a list of its corporate donors (with amounts)?

4) 

Where have the directors & officers of the SFC disclosed their conflicts of interest (specifically, financial relationships with donors and member projects)?

[1] https://sfconservancy.org/about/

[2] https://sfconservancy.org/projects/apply/ConservancyFSATemplate.pdf

[3] https://github.com/racket/racket/issues/1570

[Karen M. Sandler]

[resending after subscribing to racket-dev]

Hi Matthew,

Thanks so much for reviewing the documents and asking questions! My
answers to each of your points are inline below.

On 2018-05-07 6:41 pm, Matthew Butterick wrote:
> 1)
>
> The SFC website says that "Member projects can take directed
> donations, which allows donors to earmark their donations for the
> benefit of a specific" project.
>
> Yet the FSA plainly contradicts this, saying that the SFC will only
> "make a good faith effort to consider any expressed donor intent ...
> however, ... expressions of donor intent are not legally binding on"
> the SFC. [2]
>
> Does this mean that if Racket becomes an SFC member project, there
> will no longer be a way for a donor to ensure that a dollar intended
> to benefit Racket actually does?
>

This provision is connected to the way we are legally architected, where
our member projects join Conservancy and become a part of our
organization, and is necessary for us to be able to extend our
charitable status to our member projects in the way we do (you'll see
our reference to the FASB statement in this same section). We do our
very best to honor donor intent and make sure that donations are used in
the manner that they specify. However, we do monitor how our projects
want to use their funds to make sure it's an appropriate use for a
charity. For example, we must avoid conflicts of interest or any
payments that are outside of our mission or would result in an undue
benefit to anyone (more on that below).

We are as transparent as we can be with the project and the public. For
each member project, we keep our books in an svn repository that
authorized project reps can monitor as closely as they want. We also
take our reporting requirements very seriously and publish our filings
on our own website (https://sfconservancy.org/about/filings/ )

You'll see that, while it hasn't been required, we include a project by
project itemization of funds in our annual auditor's report so anyone in
the public can see the organization's flow of funds.

> 2)
>
> Apparently, much of the SFC's advocacy and energy goes into GPL /
> copyleft issues. But last I checked, Racket is migrating away from GPL
> / copyleft. [3] What is the SFC's position on the MIT license? Do
> member projects that are not GPL / copyleft have the same standing
> within SFC?

Conservancy is license agnostic as an organization. We have many
projects that are non-copyleft, and they are just as important to us. We
only undertake copyleft enforcement for our member projects that ask us
to do it. The vast majority of our work is not related to copyleft at
all - it's sending developers to conferences, hiring contractors to work
on free software, helping to run conferences and helping with various
random things that projects need.

> 3)
>
> Where is SFC publish a list of its corporate donors (with amounts)?

You can see a list of donors that choose to be identified on our
sponsors page. The most important thing to look at with any nonprofit
organization is the public support test reported on Schedule A of the
organization's Form 990. This tells you how much of the support of the
organization comes from smaller donations. Our number is over 70% (only
a third is required to meet the normal test for a charity).

> 4)
>
> Where have the directors & officers of the SFC disclosed their
> conflicts of interest (specifically, financial relationships with
> donors and member projects)?

Our directors and officers (and PLC members) must disclose any conflicts
of interest on a regular basis to the organization, and we have rules
about making sure that anyone with a conflict recuse themselves from
related decisions. We make our conflict of interest policy (as well as
all of our other relevant policies) public:
https://sfconservancy.org/projects/policies/conflict-of-interest-policy.html


I hope this answers your questions! I'm also happy to have a time where
I'm available on IRC or by phone if people want to ask questions in real
time.

karen



Karen M. Sandler
Executive Director, Software Freedom Conservancy
__________
Become a Supporter today! http://sfconservancy.org/supporter/

[Christopher Lemmer Webber]

As a fan of both Racket and Software Freedom Conservancy, happy to hear this! :)

[Neil Van Dyke]

Racket will be in some very good company, in SFC's portfolio:
https://sfconservancy.org/projects/current/

[Leif Andersen]

Karen,

Before I begin I'd just like to say thanks for the work you and the
rest of conservancy do.
I've followed your work since I was in high school and I also
appreciate what you've done at both the SFLC and gnome foundation.
Finally, thank you for your work bringing more women to the free
software community. I know it personally helps me feel more welcome
here.

Alright, with all of that out of the way...

I am concerned about the policy's use of the word `grant`. Does this
mean that all (NSF,, etc.) grants related to Racket's development need
to go through conservancy. Or that we are required to give 10% of the
grant amount to conservancy? It would be great if we could get that
stated a bit more explicitly in the actual four corners of the
document.

Also, while very clear that this is a standard template, it seems like
we should talk about the actual document (even a draft of the actual
one), rather than one that says FIXME all over the place.

Finally, I absolutely appreciate the effort that conservancy makes to
both support free software and be transparent. But as before, its
important to get things down in writing. So, does conservancy have a
constitution or some other charter document that states how it defines
conservancies goals, which will hopefully help define how conservancy
goes about its 'best effort'?

Anyway, thank you again for your work, it really means a lot to me.
Hope you have a good day.

~Leif Andersen

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[Karen M. Sandler]

On 2018-05-08 6:17 pm, Leif Andersen wrote:
> Karen,
>
> Before I begin I'd just like to say thanks for the work you and the
> rest of conservancy do.
> I've followed your work since I was in high school and I also
> appreciate what you've done at both the SFLC and gnome foundation.
> Finally, thank you for your work bringing more women to the free
> software community. I know it personally helps me feel more welcome
> here.

Thanks, that means a lot to me!

>
> Alright, with all of that out of the way...
>
> I am concerned about the policy's use of the word `grant`. Does this
> mean that all (NSF,, etc.) grants related to Racket's development need
> to go through conservancy. Or that we are required to give 10% of the
> grant amount to conservancy? It would be great if we could get that
> stated a bit more explicitly in the actual four corners of the
> document.

Good question, and I'm thrilled folks are reading all of this closely!
Third parties could received grants to work on Racket outside of
Conservancy and Conservancy would not have any involvement in that. For
example, a grant could go directly to an academic institution working on
something related to Racket, and a company could enter into an agreement
to do work on Racket as part of a private contract outside of
Conservancy too. Anything that was dedicated to the project itself would
be expected to come through Conservancy. The agreement is simply stated
- 10% of all funds that come in to the project would go to Conservancy.
While this amount may seem high, 10% of our projects' income doesn't
cover the work we do by a long shot for our projects. We take a loss on
fiscal sponsorship because we think it's important and we go and
fundraise directly to cover the rest primarily through our Supporter
program. For example, academic institutions customarily take at least
30% of any grant funding. We recently were in discussions with an
academic institution that takes 68%! Making sure that funds are spent
properly, whether it's reimbursing developer travel, administering a
grant, or undertaking any of our other project activities takes more
work than you would expect! Plus we have to cover all of our financial
reporting, bookkeeping, administrative and general legal costs too that
all of our projects benefit from.

> Also, while very clear that this is a standard template, it seems like
> we should talk about the actual document (even a draft of the actual
> one), rather than one that says FIXME all over the place.

I totally understand. The two substantive FIXME portions of the
agreement are the names of the committee (which Deb provided in her
initial email) and the representation section. For the representation
section for Racket, this will be a simple majority committee of at least
3 where no two members can be financially related to the same entity at
any time. The committee elects an authorized representative to be the
primary interface with Conservancy.

> Finally, I absolutely appreciate the effort that conservancy makes to
> both support free software and be transparent. But as before, its
> important to get things down in writing. So, does conservancy have a
> constitution or some other charter document that states how it defines
> conservancies goals, which will hopefully help define how conservancy
> goes about its 'best effort'?

Yes! Believe it or not, we are often criticized for having too much
information and text on our website :)

You can take a look at our About page, our descriptions of what we do
and, perhaps most importantly, take a look at our public filings that
we've aggregated on our website. In particular, the 1023 sets forth for
the IRS what we do as an organization. You can also check out our
corporate purposes in our articles of incorporation which are all about
promoting and improving free and open source software.

If it's not obvious, we really value transparency which is why we have
the policy to post on a project's mailing list before finalizing
admission to Conservancy. We want to make sure that everyone is on the
same page and has a chance to ask questions directly!

> Anyway, thank you again for your work, it really means a lot to me.
> Hope you have a good day.

You too!

karen

[Leif Andersen]

Thank you for your quick response. I also appreciate the transparency
conservancy has. After looking at the documents I think all of my
existing concerns have been addressed. And I look forward to Racket
joining conservancy. :D I do have two comments though:

1. Wow. People really get upset at a 10% overhead! I was honestly
shocked at how low that was for the kind of work that conservancy
does.

2. I'm a little less surprised people get upset about y'all being too
verbose, but I can say that I'm really glad that you put it there. So
thank you for it.

~Leif Andersen