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Sakai Foundation Board of Directors Conference Call
June 22, 2006

This document contains minutes from the conference call of the Sakai Foundation Board of Directors held on June 22, 2006. Corrections, suggestions should be sent to Joseph Hardin and Mary Miles.

These minute capture both the discussion and formal resolutions of the board. Simply because something was discussed does not mean that it is the agreed-upon position of the board. When the board makes a formal resolution to approve an item, it will be noted as such in the minutes. If there is no such notation, readers should assume that the minutes are simply the notes of the board discussions.

Board members present: Joseph Hardin, Brad Wheeler, Chris Coppola, Jutta Treviranus, Mara Hancock, Vivie Sinou, Chuck Severance, Mary Miles (staff)

Guest:  Barnaby Gibson

Topic:  Alternative Funding Sources
Chris asked "What would it look like if the Sakai Foundation accepted money in at least two new ways:

-        Contributions from members/non-members that are earmarked for a specific purpose (i.e. supporting a particular person, or effecting a community requirement, etc.)

-        Pooling institutional resources for a specific project (OSP 3.0), or the Goal Management Tool."

Joseph assumed Chris meant contributions in addition to $10,000 membership fee. If that is the case, it would be fine. Vivie agreed. In terms of pooling institutional resources, Vivie used the example of Samigo. She stated that she was concerned about Samigo, and would love to contribute more, but just to Samigo. Would it be possible to contribute a developer to only work with Samigo?  Joseph questioned the role of Sakai in that instance, as it would require direct coordination from the board.  The Foundation would assume the project management. The foundation would have to make sure that the resource was being used for the project they were contributed to work on. Joseph responded that this would become a question for Chuck. If he's not willing to take on the project management, then what? Joseph continued that this seems like a good place to accept resources, but the foundation would need to identify the cost in time and effort.  The board agreed that coordination portion is large, but many people seem to be willing to work on it.

Vivie continued that this reminds her of where Foothill was in the spring with Samigo.  They decided to go out to the community with a call for assistance.  If the local team cannot handle the coordination costs, then the foundation would pick up that assistance.  Joseph replied to the Samigo example saying Lydia may have said I don't have time to work with other people because it takes a lot of work to do that.  There are then three answers:  (1) we don't want to work with you; (2) we want to work with you, but not now; (3) we want to work with you but don't have resources to coordinate the effort.  The benefits of having people work together outweigh the negatives.   

Vivie asked, "how do we set this up to make it happen, how do we set up a process to gather resources and determine how best to coordinate them."  Chuck noted that the resources we are asking for (human resources) are Peter's area.  Chuck felt this was a viable option.  He noted however that the first place to go is not necessarily outside but rather to the current contributors.  Sakai could offer to pick up one-half of their salary and tap them for the task. Figuring out if people are worth the investment often takes a year but by using a known individual, we save that learning curve.  He suggested using fellows program to identify those folks.  Brad stated that it was clear from Vancouverthat there was money to be used; the question was how to sanction an "investment club" or soft.  Chuck stated that he was in a position to begin working up some text around this.  Chris was directed to work with Chuck Powell, Chuck Severance, John Moore, and perhaps a few others to develop a document to speak to this matter.Decision:  The board agreed to accept contributions from members and non-members that are earmarked for a specific purpose (i.e. supporting a particular person or effecting a community requirement.

Decision:  The board agreed that the idea of pooling institutional resources for a specific project was a good idea, but needed more clarification before beginning.

Decision:  Chris Coppola will work with others to develop a document that speaks to the subject of an "investment club" of sorts in order to direct funds centrally that are project directed.

Topic:  Surveying Membership
Chris raised the question of surveying the membership to ask them about the value of membership and the objectives of the Foundation for the remainder of 2006, and 2007.  The board had previously discussed the potential of a team embarking on a mission to talk to each of our members before the next conference in December. Chris expressed an interest in helping to coordinate and participate in this.  Joseph stated that he was perfectly happy to let Chris coordinate. Chris should provide a list to the board members of who they should go visit or who they should call.  Vivie asked what percentage of membership has renewed.  Joseph responded that according to Lon people are coming on pretty much on time, but there is a natural lag.  Loyola of Chicago has expressed their desire to withdraw.  Chuck or another board member should visit their CIO to discuss this action further.  Mara also asked that we make sure we do something at the next conference to work toward this effort.  This will be added to the list of things to do as part of the agenda for the Atlanta meeting.

Topic:  Licensing
The group then turned to a discussion of licensing and recent discussions with various schools regarding documenting and formalizing contributions of software to Sakai. A discussion ensued about whether schools will be willing to make representations, or assume liability, in connection with contributions to the project by individuals that are associated with the school, even if they are generally willing to sign a license allowing Sakai to use the contributions regardless of any interest the institution may have in software developed by its staff. Almost every open source license contains a disclaimer of representations or liability, since the software is being provided at no cost, however there are also benefits to Sakai in asking for contribution agreements that contain representations both from individual contributors and from the institutions they are associated with whenever possible. This will help to raise awareness of the importance of carefully documenting the source of all software used in the project, even if the software will eventually be distributed in turn by Sakai under an open source license that contains the traditional disclaimer of representations or liability.

Topic:  New Board Member
Joseph felt it would not be a good idea for the board to simply appoint someone to fill Chuck's position.  The board is an elected body and the community should decide who the three new board members will be.  There will be three (3) empty seats for the fall:  Lois, Joseph, and Chuck.  Lois and Joseph are eligible to run again, but Joseph didn't feel it was necessary  to force another step down at this point unless there was a major gap in resources/expertise, and none came to mind.  Carl Jacobsen has been contacted and asked to oversee the election in the fall and he has agreed.  Mary will work with Carl to give him the new institutional representatives and assist in any way possible.  There was consensus around having the community vote as a fall election, perhaps starting in August, with an announcement in mid-August.

Topic:  Metrics for Success in the new Executive Director Position
The board agreed that it was hard to have an in-depth conversation about these things unless you just set aside some time for it.  Or, a couple of board members could get together and try to translate the notes from Vancouver into a set of metrics.  In Vancouver, Chuck was asked to take what was developed there and prepare a document the board could respond to.  This appears to be the best path to follow.

Decision:  Chuck will draft a report on these metrics.  He will give have it to Joseph in two weeks. Joseph will review and clarify, and then Chuck will bring to the full board in one month. As this might be the kind of thing that needs some community feedback, Chuck will be asked to put out an announcement to the community asking for metrics and important goals for the next year to 3 years.

Topic:  Other Business
Chuck and Brad reported on conversations and discussions at Alt-i-Lab.  Chuck is finding ways to workSakai into the conversation with many people on many levels. He reported that they have changed the name of Alt-i-Lab to Learning Impact.  Sakai may want to work more closely with them for their conference next April.  This would offer a place for Sakai people to meet, perhaps as a track at Learning Impact or Sakai. 

With no further business, the call ended at 3:02 p.m.

Respectfully submitted,

Mary Miles

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