Quality Education

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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.

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Consultation (4) Contracts (3) Data Privacy (2) Employment/Labor (1) Finance/Fundraising (1) Nonprofit Formation (2) Nonprofit Governance (3) Regulatory (3) Research (2) Tax (2) Tax Exempt/Nonprofit (8)

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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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The Felix Organization

Draft Nonprofit Plan of Merger

Summary:

Assist a nonprofit that supports youth in the foster care system by drafting a Merge Agreement/Plan of Merger for approval by the NY Attorney General.

Referred by:

Jurisdictions: NY
About the Organization: The Felix Organization was founded in 2006 by Rock ‘n Roll Hall of Famer, Darryl “DMC” McDaniels and Emmy Award-winning casting director, Sheila Jaffe. The organization’s mission is to provide inspiring opportunities and new experiences to enrich the lives of children who are growing up in the foster cares system. This incldes overnight summer camps that serve nearly 500 foster youth each summer.
Legal Entity Type: Nonprofit/Charity
SDG(s):Gender Equality, Good Health and Well Being, Peace, Justice, and Strong Institutions, Quality Education, Reduced Inequalities
Legal Issue(s):

The Felix Organization is in its second year of a strategic partnership with another nonprofit called A BroaderWay Foundation. Now, the organizations  plan to merge. The Felix Organization is incorporated in NY, while A BroaderWay Foundation is incorporated in DE. They have been working with a consultant for the past six months and many of the substantive terms have already been agreed to. They are now seeking assistance from an attorney to draft the Merge Agreement/Plan of Merger with the New York State Office of the Attorney General for approval.

There are attorneys on both boards that can assist as needed. However, this is not their area of legal expertise. Down the line, if possible, they would appreciate guidance with the merger itself. However, this is a secondary request.

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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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Echoing Green

Update Privacy Policy

Summary:

Assist an accelerator for social impact leaders by reviewing/updating their Privacy Policy and related consents to reflect current AI usage (must be GDPR compliant).

Referred by:

Jurisdictions: U.S. (GDPR)
About the Organization: Through Fellowships and other innovative leadership initiatives, Echoing Green spots emerging leaders and invests deeply in their success to accelerate their impact. They provide seed-funding and leadership development to a new class of Fellows every year and welcome them into a lifelong community of leaders.
Legal Entity Type: Nonprofit/Charity
SDG(s):Affordable and Clean Energy, Clean Water and Sanitation, Climate Action, Decent Work and Economic Growth, End Poverty, Gender Equality, Good Health and Well Being, Industry Innovation and Infrastructure, Life Below Water (conservation and sustainability), Life on Land (sustainability of ecosystems), Partnerships to achieve the Goals, Peace, Justice, and Strong Institutions, Quality Education, Reduced Inequalities, Responsible Consumption and Production, Sustainable Cities and Communities, Zero Hunger
Legal Issue(s):

The Echoing Green team is preparing to launch a new Fellow application process that incorporates AI-enabled tools. They access Anthropic’s models through a paid commercial agreement, with pre-screening running programmatically through the Claude Platform API. This system will be used to pre-screen applications, and Echoing Green will use the applicants’ data, as well as the reviewers’ data, to train their own models in the future. No award is made without human review, but applications will be rejected automatically without a human ever reviewing them.

The Echoing Green team is now seeking assistance reviewing and updating their Privacy Policy (and related consent language) to ensure that it captures their current practices and complies with applicable law. Echoing Green receives applications from all over the world (including Europe) and this Privacy Policy must comply with GDPR.

The application process will open in November. So, the Privacy Policy will need to be updated by the end of October.

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Education for Sharing

Answer Questions About Foreign Control of a Nonprofit

Summary:

Assist an international nonprofit transforming education through the power of play by answering seven discrete questions (prepared by the Lex Mundi member firm for Mexico) about foreign control of a US nonprofit (incorporated in DC).

Referred by:

Jurisdictions: U.S. (chapter based in DC)
About the Organization: Education for Sharing (E4S) is an international nonprofit organization transforming education through the power of play. They equip children and youth with the knowledge, skills, values, and agency to become global citizens who collaborate to solve local and global challenges.
Legal Entity Type: Nonprofit/Charity
SDG(s):Quality Education
Legal Issue(s):

Most of E4S’s operations are in Mexico. However, there are additional smaller chapters, including one based in Washington, DC. These are currently all independent entities. The team at E4S is working with Basham, the Lex Mundi member firm for Mexico, to determine the best governance framework moving forward. The Basham team is now seeking assistnace from counsel in the United States to answer seven discrete questions (e.g., can a foreign nonprofit entity become a shareholder, member, associate, partner or equivalent of the local entity).

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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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