21:00 < schultmc> *GAVEL*
21:00 < schultmc> [item 1, Opening]
21:00 < schultmc> Welcome to today's Software in the Public Interest Board Meeting, which
21:00 < schultmc> is now called to order. Today's agenda can be found on the web at:
21:00 < schultmc> https://www.spi-inc.org/meetings/agendas/2022/2022-04-11/
21:00 < schultmc> [item 2, Roll Call]
21:00 < schultmc> Directors, please state your name
21:00 < schultmc> Guests, please /msg your names to tpot if you wish your attendance to be
21:00 < Snow-Man> Stephen Frost
21:00 < schultmc> recorded in the minutes of this meeting.
21:00 < schultmc> .
21:00 < schultmc> tpot, do we have any regrets?
21:00 < schultmc> .
21:00 < zumbi> Héctor Orón Martínez
21:00 < schultmc> Michael Schultheiss
21:00 < milan> Milan Kupcevic
21:01 < schultmc> fsf: ping
21:01 < schultmc> tpot: ping
21:01 < schultmc> jconway: ping
21:02 < tpot> Tim Potter
21:03 < schultmc> still need one more board member for quorum
21:03 < tpot> No regrets received
21:04 < schultmc> at the last meeting lamby said he'd be at an IRL conference and may be unavailable
21:05 < jconway> here now
21:05 < jconway> sorry first day at new job
21:06 < schultmc> no problem - thanks for coming
21:06 < jconway> Joe Conway
21:06 < jconway> for the record
21:06 < schultmc> [item 3, President's Report]
21:06 < schultmc> Stephen Frost, Héctor Orón Martínez, and I are planning on an in person meeting
21:06 < schultmc> in Indianapolis this spring to update the signatories on our bank accounts,
21:06 < schultmc> meet with our wealth management advisors, and finalize handover of treasury tasks.
21:06 < schultmc> The scheduling of this face to face meeting is still being finalized.
21:06 < schultmc> .
21:06 < schultmc> Continued thanks to SPI Vice President, Stephen Frost, for handling
21:06 < schultmc> contracting with SPI's contractors. Stephen continues to do a fantastic job working
21:06 < schultmc> with our contractors and legal counsel.
21:06 < schultmc> .
21:06 < schultmc> </done>
21:06 < schultmc> .
21:06 < schultmc> Snow-Man: do you have anything to add?
21:06 < schultmc> Treasury f2f is tentatively scheduled for May 5-8, 2022
21:07 < Snow-Man> Just that our IT contractor has let me know that they've made progress on the development work of the membership application
21:07 < Snow-Man> and also dealt with some recent issues around emails from it ending up in spam
21:07 < Snow-Man> We also renewed our RT agreement recently, though that's not of much note, but it's been working well imv to have it hosted.
21:07 < Snow-Man> .
21:08 < schultmc> [item 4, Treasurer's Report]
21:08 < schultmc> zumbi?
21:08 < zumbi> We have asked auditor to do last year audit, and they are ok with that, so we are going ahead with that
21:09 < zumbi> Signed AWS logo usage policy for openzfs
21:09 < zumbi> and processing payments as usual, we are in good state
21:09 < zumbi> .
21:10 < schultmc> [item 5, Secretary's report]
21:10 < schultmc> tpot?
21:11 < tpot> I have no updates.
21:11 < schultmc> [item 6, Outstanding minutes]
21:11 < schultmc> The minutes for the 2022-03-14 and 2022-03-28 meetings require approval.
21:11 < schultmc> They can be found at
21:11 < schultmc> https://www.spi-inc.org/meetings/minutes/2022/2022-03-14/ and
21:11 < schultmc> https://www.spi-inc.org/meetings/minutes/2022/2022-03-28/
21:12 < Snow-Man> not seeing the one for the 28th..?
21:12 < jconway> same
21:12 < tpot> Apologies - I haven't prepared the 28th yet
21:13 < schultmc> ah - sorry, assumed it was there
21:13 < Snow-Man> happy to vote on the 14th minutes, heh.
21:14 < tpot> ok - we didn't really decide anything though
21:14 < Snow-Man> I mean, if we need to vote on them, then we need to, if we don't, that's fine too..
21:14 < zumbi> there was no quorum and we did 3/28 meeting
21:15 < schultmc> it was inquorate - minutes are just a record of that
21:15 < tpot> Voting started, 7 people (schultmc,snow-man,tpot,jconway,milan,lamby,zumbi) allowed to vote on Accept minutes for meeting Monday 14th March 2022. - You may vote yes/no/abstain only, type !vote $yourchoice now.
21:15 < Snow-Man> !vote yes
21:15 < schultmc> !vote yes
21:15 < jconway> !vote abstain
21:15 < zumbi> !vote abstain
21:15 < tpot> !vote yes
21:15 < milan> !vote yes
21:16 < tpot> whoops - left lamby in
21:16 < tpot> Current voting results for "Accept minutes for meeting Monday 14th March 2022": Yes: 4, No: 0, Abstain: 2, Missing: 1 ( lamby )
21:16 < tpot> Voting for "Accept minutes for meeting Monday 14th March 2022" closed.
21:16 < schultmc> [item 7, Items up for discussion]
21:16 < schultmc> Nothing on the agenda
21:16 < schultmc> [item 8, Any other business]
21:16 < schultmc> Anything to discuss?
21:17 < tpot> zumbi had a few items
21:17 < Snow-Man> Looking forward to the May f2f.
21:17  * jesusalva thought he was present in 2022-03-14
21:17 < zumbi> right, I had 3 drafts pending to vote, if you like
21:17 < Snow-Man> Would like to get that f2f confirmed, for my 2c.
21:18  * schultmc is available
21:18 < tpot> Removal of Chakra Linux as an associated projecg
21:18 < schultmc> zumbi: please confirm your availability asap
21:18 < tpot> https://docs.google.com/document/d/1mj9gnuLRq5uJ9ZDxq7WG4pO-Z8RZhzaFx4YpGO8Mo1Y/edit
21:18 < fsf> Sorry for my tardiness
21:18 < fsf> (Forrest Fleming, very late)
21:20 < Snow-Man> tpot: 'to the SPI fund'..?
21:20 < schultmc> should be SPI General fund IMHO
21:20 < Snow-Man> yeah, that would be better.
21:20 < tpot> good catch
21:20 < Snow-Man> rest of it lgtm
21:20 < tpot> noted
21:21 < tpot> if there are no more comments...
21:21 < tpot> Voting started, 7 people (schultmc,snow-man,tpot,jconway,milan,zumbi,fsf) allowed to vote on Removal of Chakra Linux as an associated project 2022. - You may vote yes/no/abstain only, type !vote $yourchoice now.
21:21 < Snow-Man> !vote yes
21:21 < schultmc> !vote yes
21:22 < jconway> !vote yes
21:22 < tpot> !vote yes
21:22 < zumbi> !vote yes
21:22 < milan> !vote yes
21:22 < fsf> !vote yes
21:22 < tpot> Current voting results for "Removal of Chakra Linux as an associated project 2022": Yes: 7, No: 0, Abstain: 0, Missing: 0 ()
21:22 < tpot> Voting for "Removal of Chakra Linux as an associated project 2022" closed.
21:22 < tpot> Ditto for Glucosia, subject to the same change about the fund name.
21:23 < tpot> https://docs.google.com/document/d/1Kb66OFcfE8xPEaxZMmculrtTBQWGm2YDsa-3dTWsTmg/edit
21:23 < Snow-Man> lgtm
21:24 < tpot> Voting started, 7 people (schultmc,snow-man,tpot,jconway,milan,zumbi,fsf) allowed to vote on Removal of Glucosio as an associated project 2022. - You may vote yes/no/abstain only, type !vote $yourchoice now.
21:24 < schultmc> !vote yes
21:24 < jconway> !vote yes
21:24 < fsf> !vote yes
21:24 < Snow-Man> !vote yes
21:24 < zumbi> !vote yes
21:24 < milan> !vote yes
21:24 < tpot> !vote yes
21:24 < tpot> Current voting results for "Removal of Glucosio as an associated project 2022": Yes: 7, No: 0, Abstain: 0, Missing: 0 ()
21:24 < tpot> Voting for "Removal of Glucosio as an associated project 2022" closed.
21:25 < tpot> last one
21:25 < tpot> https://docs.google.com/document/d/1se5knbXXHMk0n2nOIXMnxLNoSkfZCrq7lXCH4xgFMmc/edit
21:25 < tpot> the dreaded aws agreements
21:25 < tpot> Thanks to zumbi for sorting this out finally and getting it moving again
21:25 < Snow-Man> for my 2c, I'm not comfortable giving carte blanch delegation to a non-officer for signing documents on behalf of SPI
21:26 < schultmc> The last paragraph seems spurious
21:26 < zumbi> feel free to edit
21:26 < zumbi> I find it quite limited, and not find this any carte blanch
21:26 < Snow-Man> eh?  edit what?  I disagree with the entire premise.
21:27 < zumbi> edit the last paragraph
21:27 < zumbi> .. which has been editted
21:27 < Snow-Man> looks to have already been removed, but that doesn't do anything to address my concern.
21:27  * schultmc removed it - it seemed left over from the disassociation resolutions
21:27 < Snow-Man> Has this been reviewed by counsel?
21:27 < fsf> Right, there were a couple separate concerns. For my part, I'm similarly uncomfortable with this
21:27 < Snow-Man> surely that's something we should do if the board is going to move forward with this.
21:28 < Snow-Man> but "$person can sign anything with $org on behalf of SPI" is not something I'd be ok with
21:28 < zumbi> From my side, no counsel has reviewed it
21:28 < Snow-Man> if we want to talk about specific things that the board has reviewed and counsel has reviewed and we want to allow someone else to sign it, maybe we can do that
21:28 < Snow-Man> but this is not at all ok, imv.
21:29 < fsf> I would like to know more about what scoping mechanisms are possible for something like this. If they are impossible, I want to see what the potential downside is, why it's a risk we accept, and what we're doing to mitigate that risk where possible
21:29 < tpot> My suggestion from past arguments about this was to create an aws user for a spi directory and have them log in, read, and accept the agreement but that didn't fly with Debian.
21:30 < Snow-Man> I don't get why that's an issue.
21:30 < fsf> naively, it seems like the potential downside is huge, we haven't done much/any mitigation, and the upside is minimal
21:30 < tpot> It would be nice to read a copy of the agreement before having someone else sign it, if that's what we go withl
21:30 < Snow-Man> I am certainly against have SPI sign things that we aren't able to see, heh.
21:30 < tpot> From memory the agreement is pretty standardly one-sided in favor of AWS.
21:31 < Snow-Man> they don't have any other kind, ime :)
21:31 < fsf> tpot: I think that's the reasonable thing to do here. They can limit the user as much as they like, but it seems strange to me for this delegation to be the way forward
21:31 < fsf> 'that' meaning "debian adds an SPI user to their account, suitably limited, etc"
21:32 < tpot> they can delete it when done of course
21:32 < Snow-Man> idk that there's really much more to discuss on this specific proposal.
21:32 < zumbi> for reference, check rt#3574
21:32 < Snow-Man> I won't be voting for it.
21:32 < zumbi> ... and maybe rt#3383
21:33 < tpot> ok so can we get a copy of said agreement before anyone signs it first?
21:33 < zumbi> we can amend the resolution to make it a requirement
21:34 < fsf> will that be legally enforceable? ie if the process is not followed, but the document is signed, has SPI still engaged in the contract? Would like a lawyer to answer that one
21:34 < tpot> should we continue discussing on board@?
21:34 < zumbi> Snow-Man: at https://rt.spi-inc.org/Ticket/ShowEmailRecord.html?id=3574&Transaction=104739&Attachment=81552 you suggest authority should be delegated
21:34 < Snow-Man> for signing one specific document after it's been reviewed by the board and counsel
21:34 < zumbi> and we are dragging this issue forever
21:34 < tpot> or the RT
21:34 < Snow-Man> this is not that, at all
21:34 < tpot> yeah i'd like to see this one finished finally
21:35 < Snow-Man> (and I'd still prefer it be done by an officer)
21:35 < zumbi> it is clear the contract to sign is AWS GovCloud agreement, which is standard document
21:36 < zumbi> I do not see any problem on delegating the vote to Debian cloud folks
21:36 < zumbi> s/vote/signing
21:36 < Snow-Man> that is not what this resolution says
21:36 < zumbi> I'd have sign it, but I believe it needs to be US person
21:36 < Snow-Man> Is it possible to have an officer sign it?
21:36 < Snow-Man> How would you be able to?
21:37 < zumbi> I cannot sign it
21:37 < Snow-Man> This is the foolishness of this- if we can have an SPI officer sign it, then I'd be willing to do so once reviewed, as I've said before.
21:37 < Snow-Man> I'm a US person, blah, blah.
21:37 < zumbi> you did not seem to want to sign it
21:37 < Snow-Man> erm
21:38 < zumbi> otherwise I do not understand why we are discussing this for years
21:38 < Snow-Man> I don't get this confusion.  I've signed a number of things on behalf of SPI
21:38 < Snow-Man> my understanding was that the debian cloud folks didn't want to have an account for me to sign whatever this thing is
21:39 < Snow-Man> if they're going to stick with that, then fine, maybe we delegate it, as I said, but it would be a very constrained delegation for that one thing, *after* it's been reviewed
21:39 < zumbi> But you suggested if you sign it - it is SPI thing, not Debian
21:39 < Snow-Man> uh
21:39 < Snow-Man> it's an SPI thing either way
21:39 < milan> Is this the agreement text: https://aws.amazon.com/agreement/
21:40 < Snow-Man> if they want to sign it as Debian, that's a whole different thing and brings a whole lot of risk
21:40 < Snow-Man> (to every DD, to be clear)
21:40 < zumbi> The point is they want to avoid that, they want SPI to sign/own it
21:40 < Snow-Man> (... and if 'debian' starts doing that, I'd probably resign as a DD, heh)
21:40 < Snow-Man> yes, then it's an SPI thing
21:41 < Snow-Man> which is fine, I've signed SPI things before, as have other officers
21:41 < zumbi> milan: I do not think that's the one, since I understood requires US person (AWS GovCloud (US) agreement)
21:42 < tpot> ah yes that was the other wrinkle - us person required
21:42 < milan> We could authorize a person to sign a specific agreement. We should run this question by a counsel on how to do that properly.
21:42  * jesusalva Actually, just like Valve/Steam, they have public agreements and confidential agreements depending on what you're dealing with.
21:42 < tpot> we have a few of those
21:42 < schultmc> Snow-Man and I are both .us based officers
21:43 < tpot> zumbi: can we get a copy of the agreement to review? then maybe try asking for a SPI user to create
21:43 < zumbi> sure - we can try that
21:43 < tpot> I can test out on my personal account, but there should be no problems createing a perission0-less user who can loig into the console.
21:43 < zumbi> (but I do not get why this is still open after so long)
21:44 < tpot> yeah i agree it's bad
21:44 < Snow-Man> because they refuse to let an officer be the one to sign it, frankly.
21:44 < zumbi> let's defer, since they want us to do similar thing on Huawei cloud
21:44 < zumbi> we can review whatever concerns you may have
21:45 < zumbi> Snow-Man: I think there is a disconect somewhere
21:45 < Snow-Man> if you say so.
21:45 < Snow-Man> zumbi: let's get that May 5th meeting to happen and maybe you and I can hash it out in person.
21:46 < zumbi> I am happy to mediate and find out the issues there
21:46 < jesusalva> May I ask a question?
21:47  * jesusalva is not a board member so will wait for permission
21:48 < zumbi> I have no issue with jesusalva question, but I defer to my colleagues
21:49 < schultmc> jesusalva: please ask your question
21:49 < jesusalva> If SPI is to sign it (and therefore "own" it, at least legally), what's the rationale behind a non-officer signing it? It's a bit confusing here on the sidelines 😅
21:49 < Snow-Man> imv, there really isn't one.
21:50 < milan> It is probably just a question of technicality on how to practically get a person in position to execute the agreement.
21:51 < tpot> well if we can at least get a copy of the agreement that wiull be progress
21:51 < Snow-Man> if you want my 2c on it, the issue is that they went and created all of these things, probably agreed to things that they really shouldn't have in doing so, and are now trying to back-in to get SPI to essentially bless what they did and sign these other things that they're concerned about signing
21:52 < Snow-Man> making all of this very backwards
21:52 < tpot> can we move on to f2f? I am not planning to do any i18n travel for the moment
21:52 < Snow-Man> I don't think there's much more to be gained by continuing this here tho.
21:52  * jesusalva is also wondering if anyone asked Amazon about it, just in case Amazon got some magic solution.
21:53  * jesusalva already spoke too much, though. Thanks for the answer.
21:53 < tpot> a printed agreement would be nice
21:53 < tpot> i suspect they are not in the business of making exceptions for small customers
21:56 < zumbi> I sent follow-up to RT#3574
21:56 < Snow-Man> maybe some of them would like to run for the board .. :)
21:57 < Snow-Man> (that folks seem to imagine that having a debian-specific org would somehow make things better amuses me, as then they'd need to fill yet another board with willing people who will spend time on these things..)
21:58 < zumbi> RT#5526 has some interesting rationale
21:58 < Snow-Man> 'interesting'
21:58 < Snow-Man> anyway, we need to move on, we're already at time
21:59 < schultmc> [item 9, Next board meeting]
21:59 < schultmc> The next board meeting is scheduled for: May 9, 2022 at 2000 UTC.
21:59 < schultmc> Any objections?
21:59 < jconway> wfm
21:59 < Snow-Man> I'm not sure if I'll be able to make that one
21:59 < zumbi> interesting as this account has not yet been created and they want SPI to sign it, but there is no contract/agreement to review, but some clicky webby stuff to accept
21:59 < schultmc> works for me
22:00 < Snow-Man> I'll try to, to be clear, but just want to let folks know that I might miss it.
22:00 -!- tpot changed the topic of #spi to: Next SPI board meeting is on May 9th, 2022, 20:00 UTC on #spi. Agenda: https://spi-inc.org/meetings/agendas/2022/2022-05-09/
22:00 < Snow-Man> zumbi: do you think you'd be able to make a meeting on May 9, if you're in Indy on the 8th?
22:00 < zumbi> I might be getting back from f2f, otherwise is ok
22:00 < schultmc> *GAVEL*