Deployment Team/Local Lab MOU

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DRAFT: for discussion purposes only

MEMORANDUM OF UNDERSTANDING BETWEEN SUGAR LABS AND XYZ

This memorandum of understanding (MOU) is made by and between Sugar Labs and XYZ. Sugar Labs is a member of the Software Freedom Conservancy, a New York nonprofit public benefit corporation located in New York, New York, which has received recognition of exemption from federal income tax under Section 501(c)(3) of the Internal Revenue Code (IRC) and classification as a public charity under IRC Sections 509(a)(1) and 170(b)(1)(A)(vi).

WHEREAS:

A. The mission of Sugar Labs is to produce, distribute, and support the use of the Sugar learning platform, a free software project.

B. The mission of XYZ is to provide tools for learning to the children of ABC, with the goal to increase the use of computers and the Internet in order to provide the best opportunities for learning and supporting them to participate in a knowledge-based economy.

THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:

1.Sugar Labs and XYZ agree to establish Sugar Labs ABC, a local-to-ABC entity to do software development, deployment, and support, including providing local and regional technical and pedagogical support; creating new learning activities and pedagogical practice; providing localization and internationalization of software, content, and documentation; and providing integration and customization services.

2.Sugar Labs ABC:

a. will be co-branded entity established in ABC;

b. will have Sugar Labs and XYZ representation on their board of directors;

c. will have web presence at abc.sugarlabs.org;

d. will appoint a representative to Sugar Labs and to XYZ;

e. will not act as an agent for Sugar Labs nor to take any action inconsistent with the status of Sugar Labs as a public charity;

f. agrees to abide by the principles of Free Software, open communication, and community participation;

g. agrees to operate within the scope of the joint learning missions of Sugar Labs.

3.Sugar Labs:

a. will help identify resources to be utilized by Sugar Labs ABC on technical and pedagogical issues;

b. will appoint a Sugar Labs member to the Sugar Labs ABC board of directors;

c. will include Sugar Labs ABC as part of the global Sugar Labs community;

d. will not charge any license fee for the use of the Sugar Labs brand;

e. will collect no fees from Sugar Labs ABC.

4.XYZ:

a. will take ultimate responsibility for Sugar Labs ABC: all community programs, public information work, fund-raising events, processing and acknowledgment of cash and non-cash revenue items, accounts payable and receivable, negotiation of leases and contracts, disbursement of Sugar Labs ABC's funds (including grants), and other activities planned shall be the ultimate responsibility of XYZ and shall be conducted in the name of XYZ;

b. agrees to pay all reasonable costs incurred by Sugar Labs to support Sugar Labs ABC; Sugar Labs shall notify the authorized representative prior to incurring any significant expenditures and shall provide a periodic report of any such expenses to to the authorized representative.

c. agrees to establish a research fund to disperse to university and industry applicants within ABC to further advance the Sugar learning platform or its deployment within ABC.

5.Termination. Sugar Labs or XYZ may terminate this Agreement at any time subject to a reasonable effort by both parties to reach an accord regarding any disagreements.