Decent Work and Economic Growth

Please Treat the Information in the Digest as Confidential. Do Not Circulate Outside of the Lex Mundi Network.

If you are interested in a matter, please let us know as soon as possible by emailing Isis Bous and Allison Laubach through the “Ask About This Matter” button on the details page or directly (ibous@lexmundiprobono.org; alaubach@lexmundiprobono.org) and let us know which project(s) interests you. We will place matches with Lex Mundi member firms on a first-come, first-served basis.

You can view all matter summaries on the “Digest” page(s). To view matters by legal need, select the category of interest. See details of individual matters via the “Read More” link in a matter. To view all details of all available matters, choose “View All”.

View by Legal Need
Consultation (6) Contracts (2) Data Privacy (2) Intellectual Property (1) Nonprofit Formation (1) Nonprofit Governance (1) Regulatory (2) Research (2) Tax (2) Tax Exempt/Nonprofit (6)

Digest |  View All

Franklin Furnace Archive, Inc.

Review Template Contracts

Summary:

Assist a nonprofit preserving avant-garde art by reviewing two template contracts with vendors (one a consultant; another an archiving/estimating company). Governing law is New York.

Referred by:

  • Anonymous Collaborator
Jurisdictions: U.S.
About the Organization: Franklin Furnace’s mission is to present, preserve, interpret, educate, and advocate on behalf of avant-garde art, especially forms that may be vulnerable due to institutional neglect, cultural bias, ephemerality, or politically unpopular content. The organization provides physical and virtual venues for the presentation of time-based art, including artists’ books and periodicals, performance art, installation art, and unforeseen contemporary avant-garde artforms; and undertakes other activities related to these purposes.
Legal Entity Type: Nonprofit/Charity
SDG(s):Decent Work and Economic Growth, Gender Equality, Partnerships to achieve the Goals, Peace, Justice, and Strong Institutions, Quality Education, Reduced Inequalities
Legal Issue(s):

Franklin Furnace recently received two contracts from vendors they are considering hiring. One is with a Strategic Planning Consultant who will advise on ways to sustain and grow the organization over the coming years. The other for is an Archive Placement Agent. This company will review, organize and inventory the materials in Franklin Furnace’s archives, provide an estimate selling price, and assist with the sale itself.

The Franklin Furnace team seeks guidance from an attorney to better understand the terms of these contracts and to identify any red flags they should be aware of before moving forward. If the attorney cannot assist with review of both contracts, assistance with either would be greatly appreciated. The governing law of both contracts is New York.

Ask About a Matter
,
NaTakallam

Review Privacy Policy and Related Documents

Summary:

Assist a social enterprise that offers language services delivered by refugees by reviewing/advising on updates to their Privacy Policy and related documents to account for use by children.

Referred by:

Jurisdictions: U.S.
About the Organization: NaTakallam (“We Speak” in Arabic) is an award-winning, social enterprise that offers high-quality, curated language services delivered by refugees and conflict-affected communities through the digital economy. Offerings includde high-quality language learning, translation, and cultural exchange services.
Legal Entity Type: For-profit
SDG(s):Decent Work and Economic Growth, Gender Equality, Quality Education
Legal Issue(s):

NaTakallam has worked with children for several years through both their B2C language-learning program and B2B K-12 school programs. However, they are now launching NaTakallam Kids as a dedicated offering.  As this represents a more public-facing product, they want to ensure that their legal framework is robust and fully compliant before launch.

The NaTakallam team has drafted/updated the organization’s: (i) Privacy Policy; (ii) Terms of Agreement; (iii) and Child & Youth Safeguarding Policy to account for this new offering. While the underlying Privacy Policy and Terms of Agreement were drafted by an attorney, the updates have not been reviewed by counsel. They are now seeking guidance on:

  • Whether their documentation adequately addresses the legal requirements for providing online language services to children internationally (particularly in the U.S. and EU).
  • Whether their approach to parental consent and the collection and processing of children’s personal data is appropriate.
  • Whether there are any additional website requirements (such as consent flows, notices, or disclosures) that should be implemented before launch.
  • Whether there are any additional legal or safeguarding measures an attorney would recommend for a platform offering one-on-one online language sessions for children.

Ultimately, they would appreciate assistance implementing any necessary changes to ensure they comply with applicable law. While NaTakallam is based in the United States, their users and teachers/translators live globally.

Ask About a Matter
EarthEnable

Consultation on Nonprofit Investment

Summary:

Assist a U.S. nonprofit addressing the housing crisis in Africa by advising on whether they can invest in mission-aligned for-profit entity in Switzerland.

Referred by:

Jurisdictions: U.S.
About the Organization: EarthEnable is a nonprofit working to solve the housing crisis in Africa through their sustainable, affordable, and healthy home solutions.
Legal Entity Type: Hybrid (nonprofit + for-profit affiliates)
SDG(s):Climate Action, Decent Work and Economic Growth, End Poverty, Good Health and Well Being, Partnerships to achieve the Goals, Reduced Inequalities, Sustainable Cities and Communities
Legal Issue(s):

EarthEnable is a 501(c)(3) incorporated in Massachusetts. EarthEnable’s founder is working very closely with the founder of a mission aligned for-profit entity in Switzerland called Oxara. Oxara has developed a ground-breaking, patented, earth-based alternative to cement. This material is critical to expanding EarthEnable’s work and has the potential make safe, clean, affordable, housing readily available across the African continent and the rest of world.

Pestalozzi (Lex Mundi member firm for Switzerland) is advising on the relationship between EarthEnable and Oxara from a Swiss perspective. The two organization’s founders are acting as co-founders in moving this work forward and may restructure their organizations accordingly down the line. For now, EarthEnable’s founder is acting as a fractional CFO for Oxara, while Oxara’s founder is acting as a CTO for EarthEnable.

The EarthEnable team is now seeking a consultation with a tax-exempt attorney to discuss whether they can use their donor money to invest in Oxara. If so, what are their options (e.g., can they make a PRI)?  Ultimately, they’d like to better understand the parameters and to discuss whether there is a potential conflict of interest given their current relationship.

Down the line, they would greatly appreciate further assistance/guidance executing on these investments/drafting any necessary legal documentation. However, this is a secondary request.

Ask About a Matter
America Learns

Consultation on Template Licensing Agreement

Summary:

Assist a mission driven software company by providing a consultation on their template licensing agreement.

Referred by:

Jurisdictions: U.S. (governing law California)
About the Organization: America Learns is a mission-driven software company launched with seed funding from Echoing Green to help public agencies and nonprofits strengthen national service and community programs. Today, their platforms support more than 300 AmeriCorps programs and state service commissions across the country, helping them manage grants, compliance, participant records, outcomes, and communication. By replacing fragmented, labor-intensive processes with purpose-built technology, America Learns helps organizations devote more of their limited funding and staff time to serving communities. Although America Learns is structured as a for-profit company, their work operates within — and provides essential infrastructure for — the nonprofit and public-service ecosystem.
Legal Entity Type: For-profit
SDG(s):Affordable and Clean Energy, Clean Water and Sanitation, Climate Action, Decent Work and Economic Growth, Gender Equality, Life on Land (sustainability of ecosystems), Quality Education, Reduced Inequalities, Sustainable Cities and Communities
Legal Issue(s):

America Learns received pro bono legal support many years ago to draft a template licensing agreement for their platform at the time. Today, they have expanded their operations to include three software platforms: The Impact Suite, the Grant Gateway, and The Service Signal. Their primary clients are U.S. based nonprofits and government organizations (including public universities). Increasingly, many of their state government agency clients are seeking to negotiate the terms.

The America Learns team is seeking a pro bono consultation from an attorney to think through different scenarios and next steps (e.g., Should they have one template for all three platforms, or keep them separate? Should they have a separate template specifically for government agencies?).

Ultimately, they would appreciate assistance reviewing/updating the template and implementing any recommendations. Should the attorney have interest and capacity, the client might be able to pull together a limited budget for drafting the templates. The governing law of the current template is California.

Ask About a Matter
,
doctHERS

Incorporate and File for 501(c)(3) Status

Summary:

Assist an organization connecting foreign healthcare workers with underserved American seniors by incorporating and filing for 501(c)(3) status.

Referred by:

Jurisdictions: U.S.
About the Organization: The founders of the social enterprise doctHERS are establishing a new nonprofit entity in the United States (the “Nonprofit”). The Nonprofit will close two gaps at once: the shortage of qualified women healthcare providers in the workforce, and the exclusion of underserved American seniors from the care they need. The goal is to identify top-screened women doctors, nurses, and therapists (often from South Asian countries) and to reintegrate/integrate them into the U.S. health workforce — upskilling them on AI-enabled digital tools, telemedicine, and culturally competent care delivery. The Nonprofit will then connect them to the communities best served by exactly what they offer: people who share their language, their culture, and their lived understanding of what care should feel like. More details about their work and mission can be provided upon request.
Legal Entity Type: Unregistered
SDG(s):Climate Action, Decent Work and Economic Growth, Gender Equality, Good Health and Well Being, Industry Innovation and Infrastructure, Partnerships to achieve the Goals, Reduced Inequalities
Legal Issue(s):

The Nonprofit will be connecting top screened health care professionals with underserved American seniors.

Because these healthcare providers will be coming from abroad, it is important that the Nonprofit is set up in a way that allows it to sponsor cohorts of healthcare providers on H-1B visas.

The doctHERS team is seeking assistance incorporating this nonprofit and filing for 501(c)(3) status with these goals and considerations in mind. They anticipate working primarily in TX, GA, FL CA, NC, NY and NJ but are open to suggestions from the attorney on where best to incorporate.

Ask About a Matter