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                     The Apache Software Foundation

                    Board of Directors Meeting Minutes

                            28 February 2000


1. Call to order

    The meeting was scheduled for 10:00am PST -0800.  A quorum was
    recognized by the chair and the meeting started at 10:06. The
    meeting was held by teleconference hosted by IBM.

2. Roll Call

    The following directors were in attendance at roll call:
       Brian Behlendorf, Ken Coar, Ben Hyde, Jim Jagielski, Roy Fielding.

    The following directors joined after roll call:
       Randy Terbush joined at 10:10.
       Dirk-Willem van Gulik joined at 10:11.

    The following directors were absent:
       Ben Laurie, Sameer Parekh

    The following guests were in attendance:
       Steve Blood (at 10:33)

3. Minutes from the meeting of 01 November 1999

    The minutes from the board meeting of 01 November 1999 were
    unanimously approved.  The minutes are recorded at
      <http://www.apache.org/foundation/records/minutes/1999/
       board_minutes_1999_11_01.txt>.

4. Officer Reports

    A. President  [Brian]

        Brian reported on the move of ASF projects and resources to the
        new 'locus.apache.org' server.  He also reported that he was working
        his keynote speech for ApacheCon.

    B. Treasurer  [Randy]

        Randy reported on the current fiscal health of the foundation. The ASF
        had a positive cash account of over $30,000.  Randy also reported
        that despite previous information, the ASF is not able to accept
        Diner's Club for credit card donations.
        
        It was at this time that it was deemed appropriate to discuss item
        6B, The pros and cons of being a 501(c)(3), since Steve Blood joined
        the telecon at that time.  Steve Blood is from Copyleft and they had
        recently investigated the particulars of the 501(c) family. Steve
        reported that in general, 501(c)(3) status that characterizes the
        foundation as a charitable organization is not as attractive to
        the businesses.  Under this format, contributions are tax deductible
        for individuals, but not the method of choice for business. Instead,
        business prefers a setup that allows them to deduct donations as
        business expenses.  Pure foundations are more attractive if
        funds from government, education, or other charitable organizations
        are a major source of donations.  There is no issue with having
        "targeted donations" for any of the setups, as far as the IRS
        is concerned.
        
    C. Exec. V.P. and Secretary [Jim]

        Jim had nothing to report.
        
    D. Chairman [Roy]

        Roy reported that he was preparing for the member's meeting scheduled
        for the Saturday after ApacheCon.  He was formulating the agenda
        and the new member list and ballot.  Roy also reported that hoped
        that the member's meeting would provide an opportunity to
        discuss budgeting.  Roy also reported his new role as Chief Scientist
        at eBuilt.

5. Committee Reports

    A. Conferences Committee [Ken]

        Ken reported that the registrations for ApacheCon indicated that
        the conference would most likely be successful. At the time,
        there were about 617 paid registrations.  Ken also reported the
        ASF would have a booth available at the ApacheCon expo.  Ken reported
        that at AC2K, the Conferences Committee would like to announce
        ApacheCon-Europe, set for London, England.  Ken also reported that
        the ConCom was very pleased with Camelot Communications.
         
    B. Jakarta PMC [Brian]

        Brian reported that there was little to report.  The status of the
        actual PMC would be determined and verified.
        
    C. Apache XML PMC [Dirk]

        Dirk reported that the XML project was moving smoothly.  Licensing
        issues were being worked and a short resolution was anticipated.
        
    D. Apache Server PMC [BenH]

        Ben Hyde reported on the release of Apache 1.3.12, and expressed
        his appreciation to everyone who worked to get it out, especially
        Marc Slemko.

6. Special Orders

    Brian left at this point in the meeting (10:56am).

    A. Proposal from ZOT Group for continuing media management services

       See message posted to board by Brian on 21 Feb 2000,
       Msg-ID: <Pine.LNX.4.10.10002212010190.532-100000@yaz.hyperreal.org>.
       This was tabled in the interests of time.

    B. Discussion about pro/con of becoming 501(c)(3).

       See 4B/Treasurer's report.

    C. Ken requested that the ASF investigate the procedure in having the
       ASF formally accept PHP and mod_perl as Foundation projects.

       It was unknown at that time if they actually wanted to be ASF
       projects.  There were indications that PHP were creating their
       own foundation, in order to be able to obtain directed donations.
       It was also anticipated that mod_perl still desired to become a
       formal ASF project.  Both projects would be contacted to verify.

    D. Discuss our usability policies for the various bits of artwork
       currently "owned" by the ASF.

       This was tabled in the interests of time.

7. Unfinished Business

    A. Modifications to Trademark Assignment agreement

      WHEREAS, The Apache Software Foundation desires that trademarks
      used in conjunction with the Apache open-source software projects
      be formally transferred from their individual owners to the Foundation.

      Now, THEREFORE, BE IT RESOLVED, that the trademark assignment form
      attached hereto as Exhibit I is approved for use by members wishing
      to transfer ownership of any trademarks to the Foundation.

       APPROVED BY FORMAL VOTE:
          Yea:     Ken, BenH, Jim, Randy, Dirk, Roy
          Nay:     none
          Abstain: none
          Absent:  Brian, BenL, Sameer


    B. Project Management Committees
       1) should the PMC report directly to the board
       2) should the PMC consist entirely of ASF members
       3) should the PMC chairperson be an ASF member
       4) should the PMC composition be set by the board or delegated
          to the project after the initial PMC creation
       5) should the appointment of the PMC chairperson be restricted to
          candidates proposed by the project
       
       
       It was agreed that these discussions would be best held at the
       member's meeting and so was tabled until then.

    C. Initial Foundation Budget

       Randy proposed to create a preliminary budget for the ASF.  It
       was noted that our fiscal year ends April 30.

8. New Business

     None

9. Announcements

     None

10. Adjournment

    The meeting was adjourned at  11:52am PST -0800.

__________________________________________________________
__________________________________________________________
Exhibit I: Trademark Assignment

TRADEMARK ASSIGNMENT


    WHEREAS, _________________, a resident of ____________ ("Member"),
as a "core member" of The Apache Group (the "Group"), an
unincorporated association of persons maintaining and collaborating on
an open-source software project known as "The Apache HTTP Server
Project" (the "Project"), has certain rights to, has adopted, used and
is currently using in connection with the business of the Group and
the Project the "Apache", "Apache Server", "Apache HTTP Server" and
"Apache Group" trademarks (the "Trademarks");

    WHEREAS, The Apache Software Foundation, a Delaware non-stock
membership corporation (the "Foundation"), has been organized by the
"core members" of the Group for the purpose of assuming all rights and
obligations associated with the Project; and

    WHEREAS, the Foundation desires to acquire all right, title and
interest Member has to the Trademarks listed and attached hereto as
Exhibit A, and Member desires to transfer all such right, title and
interest in and to the Trademarks to the Foundation.

    NOW THEREFORE, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Member by these
presents does sell, assign and transfer unto the Foundation and its
successors and assigns, Member's entire right, title and interest,
including all registrations thereof and all common law rights, in and
to the Trademarks, along with the goodwill of the business in
connection with which the Trademarks are used, together with all
claims for profits and damages by reason of past infringement, if any,
of the Trademarks, with the right to sue for and collect the same for
the Foundation's own use and advantage and for the use and advantage
of the Foundation's successors, assigns or other legal
representatives.

    Member covenants that he will do or cause to be done all such
further acts, and shall execute and deliver, or cause to be executed
and delivered, all deeds, transfers, assignments, conveyances,
evidences of title, notices, powers of attorney, and assurances
necessary or desirable to better assure and confirm the Foundation's
title to the Trademarks.

    Foundation agrees to indemnify and hold Member harmless from any and
all claims, demands, costs and attorneys fees incurred by or hereafter
asserted against Member arising from or relating to the ownership of
or use of the Trademarks. Member hereby disclaims any and all
warranties of title to the Trademarks.

    This Assignment shall be deemed to be effective as of and from the
day hereof.

    IN WITNESS WHEREOF, Member has executed this as of this ___ day of
_____________, 2000.

                        

                By: ________________________________


    Exhibit A:

__________________________________________________________
End of minutes

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