Board Meeting 2006 02 17

Notes for board meeting to occur on Friday 17, 2006.

Meeting will take place by phone/skype (backed by irc on #osgeo on irc.freenode.net).

Meeting date/time can be planned with http://www.timeanddate.com/worldclock/meeting.html

Agenda

• Agreement on a legal framework for the official corporation, setting up the company, etc. Discuss key bylaw provisions and approve a draft of bylaws for public review.
• Designate a president and treasurer for the foundation (required by law, but can be members of the board)
• Designate Rich Steele Secretary and Legal Counsel for the foundation.
• Setting up a bank account.
• Discuss timing of establishing PSCs for projects, including initial software grant from Autodesk.
• Discussion of Project Incubation.
• Discussion of intellectual property issues (see IP Issues Discussion Document)
  • OSGEO Trademark
  • Outbound Licensing Policy
  • In-bound licensing/contributions; form of contributor agreement for all OSGEO projects
• Insurance for board members.
• Review OSGEO Website Terms of Service
• Designate a "Web Site Committee" with a charter per Web Site Committee Motion.

Scheduled For

Start time http://www.timeanddate.com/worldclock/fixedtime.html?year=2006&month=2&day=17&hour=17&min=0&sec=0

Minutes

(Posted by Frank Warmerdam to IRC)

(edited by Rich Steele 2/17/06)

Attended by: Gary Lang, Arnulf Christl, Markus Neteler, Chris Holmes, Frank Warmerdam, Daniel Brookshier (CollabNet), Andrew ? (CollabNet), Laura Rivera, Rich Steele

Key items were:

• we would setup a simple set of bylaws soon, with the expection of revising them in a few months when we have a full board and some stuff has been agreed on. The issue is that we need bylaws in place to be able to take basic corporate actions. RichS to post for review a basic set of bylaws for interim board consideration/approval.
• Designated FrankW President, GaryL Treasurer, and Rich Steele Secretary.
• Discussed establishing a bank account for OSGeo. Tabled for now until the foundation has its bylaws and some more procedures in place to address how funds kept, spent, etc.
• Discussed establishing PSCs for projects, and incubation requirements. Established that all the initial projects would also go through a form of incubation.
  • Board members are tasked with studying up on incubation processes at other open source organizations
  • At next meeting, Board would establish a committee to develop and document the OSGeo incubation guidelines and exit criteria
  • FrankW to lead effort to get volunteers to staff this committee.
• Discussion of IP issues. Main point of discussion involves contributor agreements and what these would look like.
  • Rich will present a template contributors agreement, as well as links to other agreements for comparison purposes
  • Also discussed trademark issues and the need for an "official" OSGeo Logo. It was resolved that the website committee would take up consideration of a logo contest (see for example what FreeBSD did).
  • Point of clarification on foundation short name. Board agreed it was "OSGeo" and not "OSGEO" :-)
• We approved the website terms of service.
• We approved the web site committee formation.

Action Items

(Posted by Gary Lang who is happy to see that his guess was correct and that emacs' outliner characters is used as the correct syntax for the same thing in MediaWiki)

All

• Read Rich’s IP Issues Discussion Document, submit questions
• Submit PSC (Project Steering Committee) rules through Wiki to aggregate as a team. i.e. MapBender, GeoTools, MapGuide, etc.

Frank

• Spearhead Incubator Committee - 3 members should do this(volunteers), so far, Frank and Chris are members

Rich

• Submit drafts to Wiki for current BOD to review, comment/agree upon:
  • By-Laws
  • Contributor Agreements (& samples)
  • Umbrella IP Policy
• Open bank account