Quality Education

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Consultation (7) Contracts (3) Data Privacy (2) Intellectual Property (1) Nonprofit Formation (2) Nonprofit Governance (2) Regulatory (3) Research (2) Tax (3) Tax Exempt/Nonprofit (7)

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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.

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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.

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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.

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Lifetime Arts

Review Updates to Bylaws

Summary:

Assist a nonprofit generating opportunities for creative aging by reviewing updates to their bylaws (incorporated in NY).

Referred by:

Jurisdictions: NY
About the Organization: Lifetime Arts is leading a national, multi-sector movement to establish creative aging as an essential driver of health and well-being. They offer expert training, support, and comprehensive resources to state agencies, community organizations and individuals that generate opportunities for creative aging everywhere.
Legal Entity Type: Nonprofit/Charity
SDG(s):Good Health and Well Being, Partnerships to achieve the Goals, Peace, Justice, and Strong Institutions, Quality Education, Reduced Inequalities
Legal Issue(s):

Lifetime Arts is seeking pro bono legal counsel to review and provide guidance on a proposed revision to the organization’s bylaws. Originally adopted when Lifetime Arts was founded in 2008, the bylaws have not been substantially updated since that time. The Board of Directors has completed a comprehensive review and developed a revised draft to better reflect the organization’s current governance structure and practices. They are seeking legal review prior to Board adoption to ensure the revised bylaws comply with applicable nonprofit law and governance requirements, identify any provisions that may raise legal concerns, and flag any important issues or provisions the Board may have overlooked. They are incorporated in NY and would love for the bylaws to be finalized by October 30th (prior to next board meeting).

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Sajhe Sapne Foundation

Incorporate and File for 501c3 Status

Summary:

Assist an Indian nonprofit that launches the careers of rural women by helping them to incorporate and file for 501(c)(3) status.

Referred by:

Jurisdictions: U.S.
About the Organization: Sajhe Sapne is an Indian nonprofit that launches careers of young rural women in the modern workforce. They run a year-long mini-MBA program to open formal work opportunities for 12th pass rural women in India.
Legal Entity Type: Nonprofit/Charity
SDG(s):Gender Equality, Quality Education
Legal Issue(s):

The Sajhe Sapne team is seeking assistance incorporating in the United States and filing for 501(c)(3) status. With this new nonprofit, they hope to facilitate fundraising in the United States. However, they will also be hiring staff in the United States after the first year who will be doing work beyond fundraising including mobilizing resources, partnerships, and allies. The Sajhe Sapne team is open to suggestions from the volunteer attorney on where best to incorporate.

 

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Anseye Pou Ayiti

Incorporate and File for 501c3 Status

Summary:

Assist an organization transforming Haiti’s education system by helping them to incorporate in the U.S. and apply for 501c3 status.

Referred by:

Jurisdictions: U.S.
About the Organization: Anseye Pou Ayiti (APA) works with local civic leaders who are transforming Haiti’s education system towards liberation, equipping generations of Haitians with the knowledge, skills, and mindsets to achieve their full potential.
Legal Entity Type: Nonprofit/Charity
SDG(s):Partnerships to achieve the Goals, Peace, Justice, and Strong Institutions, Quality Education, Reduced Inequalities
Legal Issue(s):

Anseye Pou Ayiti is a nonprofit in Haiti and has worked under a fiscal sponsor in the US for the past 13 years. They have now decided it makes sense to establish a “Friends of Anseye Pou Ayiti” nonprofit in the US to facilitate U.S. based donations. They will not have a team or any operations/programming in the US.

They are now seeking assistance incorporating and filing for 501c3 status. Although Anseye Pou Ayiti will not have permanent staff in the US, they do have some board members in the US (Maryland, DC, California). They also already work with an accounting firm and conduct annual audits with US-based firms. They are open to suggestions from the attorney on where best to incorporate.

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Platform for Labour Action International

Draft Affiliation Agreement

Summary:

Assist an organization working to provide legal aid to marginalized workers in Uganda by drafting an affiliation agreement between their U.S. and Ugandan entities.

Referred by:

Jurisdictions: United States (Ugandan review will be addressed separately)
About the Organization: Platform for Labor Action (PLA) is a well-established Ugandan organization dedicated to providing legal aid to marginalized workers earning under $160/month and stopping child labour. In 2023, Platform for Labour Action International was established in the United States to support PLA’s mission through research, future fundraising, and expanded operations.
Legal Entity Type: Nonprofit/Charity
SDG(s):Decent Work and Economic Growth, End Poverty, Gender Equality, Partnerships to achieve the Goals, Peace, Justice, and Strong Institutions, Quality Education
Legal Issue(s):

Platform for Labor Action (PLA) is a well-established Ugandan organization dedicated to providing legal aid to marginalized workers earning under $160/month and stopping child labor. In 2023, PLA International was established in the United States to support PLA’s mission through research, future fundraising, and expanded operations, specifically as a U.S. 501(c)(3) entity.

The PLA team is seeking assistance drafting an affiliation agreement between the U.S. and Ugandan entities to formalize the relationship, clarify roles, and establish proper governance and funding protocols. This agreement is crucial for ensuring PLA International maintains its 501(c)(3) status, particularly regarding IRS compliance, fundraising regulations, international grantmaking protocols, and organizational governance, including proper documentation of fund transfers, OFAC compliance, and intellectual property provisions.

 

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