[Eg-oversight-board] FW: [sfconservancy.org #1156] Mobius Legal Fees: Evergreen: 2018-05 & 2018-06: Invoice 4310

[Boyer, Jason A]

Hi Donna, I don't know if anyone else has reached out to you or anyone else at MOBIUS but do you know who we should put Karen in contact with to help answer these questions?

Thanks

Jason

--
Jason Boyer
MIS Supervisor
Indiana State Library
http://library.in.gov/

From: Karen Sandler via RT [mailto:accounts-payable at tix.sfconservancy.org]
Sent: Tuesday, September 11, 2018 10:23 PM
Cc: evergreen at sfconservancy.org; terlaga at biblio.org
Subject: [sfconservancy.org #1156] Mobius Legal Fees: Evergreen: 2018-05 & 2018-06: Invoice 4310

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On Wed, Sep 12, 2018 1:51:45 AM, bkuhn wrote:



I've added the Evergreen Oversight Board to this ticket so they can follow the matter closely, since we're waiting for them.


Just in case it's helpful, since I'm not sure who has gotten what email at this point, here's the basic explanation of the issues from when we first got the invoice in June:

Hi Evergreen Oversight Board!

In our call a few weeks ago, I raised the question about making sure MO
legal counsel was retained for the launch of the new org. At the time, you
indicated you were receiving some help from MOBIUS, and that we'd discuss
later how the formal legal services would be arranged.  So we were
surprised to receive an invoice today from MOBIUS that looks like it's for
legal services. Is this connected to the incorporation of the new
Evergreen entity or related perhaps to legal work MOBIUS did in connection
to the conference or evaluating the fit with MOBIUS for fiscal
sponsorship?

Usually when you receive an invoice for legal fees, it's at an agreed-upon
rate against a signed engagement letter that spells out what to expect
from the legal counsel relationship. It also sets out who exactly is the
client which is useful for understanding how attorney-client privilege
will work in the future.  Is there an engagement letter or other agreement
in place? Is the work that MOBIUS is doing against an hourly rate or a
flat fee? And what rate was negotiated? What work is included? Do you know
if MOBIUS retains legal malpractice insurance that would protect
Evergreen's new organization? Or is this MOBIUS retaining outside counsel
to work on the new organization's behalf?

If not, does Evergreen have Missouri counsel that is independent from
MOBIUS? You've said that the new organization will be contracting with
MOBIUS, so there is already some degree of conflict of interest. Was that
flagged and dealt with?

Conservancy can likely pay legal fees from Evergreen's fund, but we need
to make sure that we fully understand the attorney/client relationship
here because paying legal fees of other parties with whom you're
negotiating is very complicated.

It probably makes sense for me to reach out to the lawyers being paid
through this invoice to get the answers to these questions and make sure
we're all on the same page but I don't want to do that until I'm sure I
understand what's going on.

thanks,
karen
--

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