From secretary at peeringdb.com Tue Jul 7 16:16:51 2026 From: secretary at peeringdb.com (Shawna Bong) Date: Tue, 7 Jul 2026 11:16:51 -0500 Subject: [PDB Gov] 2026-06-08 Board Meeting Minutes Message-ID: Hello, The June 8th, 2026 draft Board meeting minutes are now available: https://docs.peeringdb.com/gov/legaldocs/2026-06-08_PeeringDB_Board_Minutes.pdf Thank you! Shawna Bong PeeringDB Secretary/Treasurer -------------- next part -------------- An HTML attachment was scrubbed... URL: From ccaputo at alt.net Tue Jul 7 17:19:15 2026 From: ccaputo at alt.net (Chris Caputo) Date: Tue, 7 Jul 2026 17:19:15 +0000 (UTC) Subject: [PDB Gov] contracts with sponsors/donors Message-ID: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> Members, >From https://docs.peeringdb.com/gov/legaldocs/2026-06-08_PeeringDB_Board_Minutes.pdf quoting: ==== 7. Sponsorships. Some Sponsors are now requiring PeeringDB to accept their terms and conditions, which PeeringDB has historically declined to sign. The Board discussed how to handle sponsor terms going forward. Discussion to continue by email. ==== I have informed the Board this would be a terrible mistake. If you feel similarly, please speak up here and rapidly. I have drafted a "Donor Contract Policy" (below) to be considered and hopefully passed by the membership in case the Board or an Officer goes against the long standing unwritten policy of not entering into agreements with members/sponsors/donors. It would be good to get this on the books for current and future Board & Officers to adhere to too. I would revise this policy as appropriate if no contracts are entered into by the time the membership considers this policy proposal at the next annual member meeting. Respectfully, Chris (Secretary & Treasurer 2015-2024) ==== - PeeringDB - DRAFT Donor Contract Policy - Approved by Membership April ??, 2027 - WHEREAS since the founding of the PeeringDB non-profit corporation in the year 2015 and until 2026, PeeringDB successfully raised over $2 million U.S. Dollars without engaging into a single contract or Terms & Conditions with donors. - WHEREAS PeeringDB is first and foremost a Member-based non-profit in which donors are granted the privilege of supporting the efforts of the non-profit in exchange for recognition, but in which primacy remains with the Membership. - WHEREAS any contract with a donor creates a legal entanglement and associated risks with a donor which is not worth any amount of donation to the non-profit. - WHEREAS any contract with a donor creates an unfair distinction between donors and Members in which some entities have a legal entanglement with PeeringDB while others do not, which goes against the spirit and intent of being a Member-run non-profit organization in which all Members are equal and only Members are the empowered stakeholders of the organization. - NOW THEREFORE the Membership of PeeringDB makes clear that it is better to avoid donations from those who require contacts, or Terms & Conditions, and forbids the Officers of PeeringDB from engaging into these legal entanglements for the purposes of fundraising. - FURTHERMORE the Secretary is directed to inform any donors in which a contract was put into place as part of the donation, that the contract is being terminated and that they may request a refund to the PeeringDB Board if so desired, for any time remaining in the sponsorship. ==== From chris at rogers.ch Tue Jul 7 17:37:38 2026 From: chris at rogers.ch (Chris Rogers) Date: Tue, 7 Jul 2026 10:37:38 -0700 Subject: [PDB Gov] contracts with sponsors/donors In-Reply-To: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> References: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> Message-ID: After a quick review of PDB?s 2025 financial docs, I struggle to see why the organization should feel any pressure to accept terms from what I presume is an outside for-profit firm. It feels like accepting such third party terms would slowly create, and compound, additional unnecessary and unwanted work. Without commenting specifically on Chris? policy draft, I agree with his overall perspective. -Chris On Tue, 7 Jul 2026 at 10:19, Chris Caputo via Pdb-gov < pdb-gov at lists.peeringdb.com> wrote: > Members, > > From > > https://docs.peeringdb.com/gov/legaldocs/2026-06-08_PeeringDB_Board_Minutes.pdf > quoting: > > ==== > 7. Sponsorships. > > Some Sponsors are now requiring PeeringDB to accept their terms and > conditions, which PeeringDB has historically declined to sign. The > Board > discussed how to handle sponsor terms going forward. Discussion to > continue by email. > ==== > > I have informed the Board this would be a terrible mistake. If you feel > similarly, please speak up here and rapidly. > > I have drafted a "Donor Contract Policy" (below) to be considered and > hopefully passed by the membership in case the Board or an Officer goes > against the long standing unwritten policy of not entering into agreements > with members/sponsors/donors. It would be good to get this on the books > for current and future Board & Officers to adhere to too. > > I would revise this policy as appropriate if no contracts are entered into > by the time the membership considers this policy proposal at the next > annual member meeting. > > Respectfully, > Chris > (Secretary & Treasurer 2015-2024) > > ==== > - PeeringDB > - DRAFT Donor Contract Policy > - Approved by Membership April ??, 2027 > > - WHEREAS since the founding of the PeeringDB non-profit corporation in > the year 2015 and until 2026, PeeringDB successfully raised over $2 > million U.S. Dollars without engaging into a single contract or Terms > & Conditions with donors. > > - WHEREAS PeeringDB is first and foremost a Member-based non-profit in > which donors are granted the privilege of supporting the efforts of > the non-profit in exchange for recognition, but in which primacy > remains with the Membership. > > - WHEREAS any contract with a donor creates a legal entanglement and > associated risks with a donor which is not worth any amount of > donation to the non-profit. > > - WHEREAS any contract with a donor creates an unfair distinction > between donors and Members in which some entities have a legal > entanglement with PeeringDB while others do not, which goes against > the spirit and intent of being a Member-run non-profit organization in > which all Members are equal and only Members are the empowered > stakeholders of the organization. > > - NOW THEREFORE the Membership of PeeringDB makes clear that it is > better to avoid donations from those who require contacts, or Terms & > Conditions, and forbids the Officers of PeeringDB from engaging into > these legal entanglements for the purposes of fundraising. > > - FURTHERMORE the Secretary is directed to inform any donors in which a > contract was put into place as part of the donation, that the contract > is being terminated and that they may request a refund to the > PeeringDB Board if so desired, for any time remaining in the > sponsorship. > ==== > -------------- next part -------------- An HTML attachment was scrubbed... URL: From mail at theo-voss.de Tue Jul 7 21:11:20 2026 From: mail at theo-voss.de (Theo Voss) Date: Tue, 07 Jul 2026 21:11:20 +0000 Subject: [PDB Gov] contracts with sponsors/donors In-Reply-To: References: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> Message-ID: +1, PeeringDB should not any terms from donors. I also support Chris Caputo?s draft proposal. Best regards, Theo Voss -------- Original Message -------- On Tuesday, 07/07/26 at 19:38 Chris Rogers via Pdb-gov wrote: > After a quick review of PDB?s 2025 financial docs, I struggle to see why the organization should feel any pressure to accept terms from what I presume is an outside for-profit firm. It feels like accepting such third party terms would slowly create, and compound, additional unnecessary and unwanted work. > > Without commenting specifically on Chris? policy draft, I agree with his overall perspective. > > -Chris > > On Tue, 7 Jul 2026 at 10:19, Chris Caputo via Pdb-gov wrote: > >> Members, >> >> From >> https://docs.peeringdb.com/gov/legaldocs/2026-06-08_PeeringDB_Board_Minutes.pdf >> quoting: >> >> ==== >> 7. Sponsorships. >> >> Some Sponsors are now requiring PeeringDB to accept their terms and >> conditions, which PeeringDB has historically declined to sign. The Board >> discussed how to handle sponsor terms going forward. Discussion to >> continue by email. >> ==== >> >> I have informed the Board this would be a terrible mistake. If you feel >> similarly, please speak up here and rapidly. >> >> I have drafted a "Donor Contract Policy" (below) to be considered and >> hopefully passed by the membership in case the Board or an Officer goes >> against the long standing unwritten policy of not entering into agreements >> with members/sponsors/donors. It would be good to get this on the books >> for current and future Board & Officers to adhere to too. >> >> I would revise this policy as appropriate if no contracts are entered into >> by the time the membership considers this policy proposal at the next >> annual member meeting. >> >> Respectfully, >> Chris >> (Secretary & Treasurer 2015-2024) >> >> ==== >> - PeeringDB >> - DRAFT Donor Contract Policy >> - Approved by Membership April ??, 2027 >> >> - WHEREAS since the founding of the PeeringDB non-profit corporation in >> the year 2015 and until 2026, PeeringDB successfully raised over $2 >> million U.S. Dollars without engaging into a single contract or Terms >> & Conditions with donors. >> >> - WHEREAS PeeringDB is first and foremost a Member-based non-profit in >> which donors are granted the privilege of supporting the efforts of >> the non-profit in exchange for recognition, but in which primacy >> remains with the Membership. >> >> - WHEREAS any contract with a donor creates a legal entanglement and >> associated risks with a donor which is not worth any amount of >> donation to the non-profit. >> >> - WHEREAS any contract with a donor creates an unfair distinction >> between donors and Members in which some entities have a legal >> entanglement with PeeringDB while others do not, which goes against >> the spirit and intent of being a Member-run non-profit organization in >> which all Members are equal and only Members are the empowered >> stakeholders of the organization. >> >> - NOW THEREFORE the Membership of PeeringDB makes clear that it is >> better to avoid donations from those who require contacts, or Terms & >> Conditions, and forbids the Officers of PeeringDB from engaging into >> these legal entanglements for the purposes of fundraising. >> >> - FURTHERMORE the Secretary is directed to inform any donors in which a >> contract was put into place as part of the donation, that the contract >> is being terminated and that they may request a refund to the >> PeeringDB Board if so desired, for any time remaining in the >> sponsorship. >> ==== -------------- next part -------------- An HTML attachment was scrubbed... URL: From deraadt at openbsd.org Tue Jul 7 22:08:59 2026 From: deraadt at openbsd.org (Theo de Raadt) Date: Tue, 07 Jul 2026 16:08:59 -0600 Subject: [PDB Gov] contracts with sponsors/donors In-Reply-To: References: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> Message-ID: <21926.1783462139@cvs.openbsd.org> In the not-for-profit things I am involved in, the same principles as Chris is describing have been followed. I strongly support standing firm on that position. In my experience, sponsors arrive because they (a) feel they are doing a good thing, or (b) feel they are doing a good thing but also want (or have some internal reason to "need") visible community credit for it. I also believe in giving sponsors equal credit. Somehow it always seems to work out as sufficient resources for the community project, without having to become a entity taking on "new responsibilities" when papers are signed. From marty at lightboardrealty.com Tue Jul 7 22:30:32 2026 From: marty at lightboardrealty.com (Martin Hannigan) Date: Tue, 7 Jul 2026 22:30:32 +0000 Subject: [PDB Gov] contracts with sponsors/donors In-Reply-To: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> References: <8c44e4ba-adee-3ff-dab4-82eb71606ad4@alt.net> Message-ID: I generally agree with you, although it seems like we?re far away from doing anything rash. The board should run the business they were elected to following the rules in place. The bylaws are doing there job as designed. For that contracts concern, I?m interested to know what they think the risk is if there is any and quantified financially. * Item 3 election process alteration requires bylaws changes. ?Election Committee? falls into this. * Item 4 governance documentation should be carefully crafted to not conflict with bylaws. Good idea. * Item 7 regarding sponsorship and contract(s): Board has broad authority to address this. Discussion is good. Looking at the articles of incorporation may be worth it this year as well if they?re looking to make improvements that last e.g. conflicts of interest, officer indemnification, etc. HTH, -M< Get Outlook for Mac From: Pdb-gov on behalf of Chris Caputo via Pdb-gov Date: Tuesday, July 7, 2026 at 12:19?PM To: pdb-gov at lists.peeringdb.com Cc: Chris Caputo Subject: [PDB Gov] contracts with sponsors/donors Members, From https://docs.peeringdb.com/gov/legaldocs/2026-06-08_PeeringDB_Board_Minutes.pdf quoting: ==== 7. Sponsorships. Some Sponsors are now requiring PeeringDB to accept their terms and conditions, which PeeringDB has historically declined to sign. The Board discussed how to handle sponsor terms going forward. Discussion to continue by email. ==== I have informed the Board this would be a terrible mistake. If you feel similarly, please speak up here and rapidly. I have drafted a "Donor Contract Policy" (below) to be considered and hopefully passed by the membership in case the Board or an Officer goes against the long standing unwritten policy of not entering into agreements with members/sponsors/donors. It would be good to get this on the books for current and future Board & Officers to adhere to too. I would revise this policy as appropriate if no contracts are entered into by the time the membership considers this policy proposal at the next annual member meeting. Respectfully, Chris (Secretary & Treasurer 2015-2024) ==== - PeeringDB - DRAFT Donor Contract Policy - Approved by Membership April ??, 2027 - WHEREAS since the founding of the PeeringDB non-profit corporation in the year 2015 and until 2026, PeeringDB successfully raised over $2 million U.S. Dollars without engaging into a single contract or Terms & Conditions with donors. - WHEREAS PeeringDB is first and foremost a Member-based non-profit in which donors are granted the privilege of supporting the efforts of the non-profit in exchange for recognition, but in which primacy remains with the Membership. - WHEREAS any contract with a donor creates a legal entanglement and associated risks with a donor which is not worth any amount of donation to the non-profit. - WHEREAS any contract with a donor creates an unfair distinction between donors and Members in which some entities have a legal entanglement with PeeringDB while others do not, which goes against the spirit and intent of being a Member-run non-profit organization in which all Members are equal and only Members are the empowered stakeholders of the organization. - NOW THEREFORE the Membership of PeeringDB makes clear that it is better to avoid donations from those who require contacts, or Terms & Conditions, and forbids the Officers of PeeringDB from engaging into these legal entanglements for the purposes of fundraising. - FURTHERMORE the Secretary is directed to inform any donors in which a contract was put into place as part of the donation, that the contract is being terminated and that they may request a refund to the PeeringDB Board if so desired, for any time remaining in the sponsorship. ==== -------------- next part -------------- An HTML attachment was scrubbed... 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