TSYSGroupBOD/TSYSGroup-JointVentureProposal
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and we have a PDF ready for esign

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Charles N Wyble
2024-11-22 11:26:50 -06:00
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DealMemoInput.md
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@@ -9,14 +9,13 @@
- [TeamRental](#teamrental)
- [MerchantsOfHope](#merchantsofhope)
- [AP4AP](#ap4ap)
- [Free Cash Flow Sharing Terms](#free-cash-flow-sharing-terms)
- [For RackRental](#for-rackrental)
- [For StartingLineProductions](#for-startinglineproductions)
- [Profit Sharing Terms](#profit-sharing-terms)
- [For ThePeerNet](#for-thepeernet)
- [For AP4AP](#for-ap4ap)
- [For YourDreamNameHere](#for-yourdreamnamehere)
- [For TeamRental](#for-teamrental)
- [Financial Terms](#financial-terms)
- [Free Cash Flow sharing: RackRental](#free-cash-flow-sharing-rackrental)
- [Free Cash Flow sharing: StartingLineProductions](#free-cash-flow-sharing-startinglineproductions)
- [Free Cash Flow sharing: ThePeerNet](#free-cash-flow-sharing-thepeernet)
- [Profit Sharing: AP4AP](#profit-sharing-ap4ap)
- [Profit Sharing: YourDreamNameHere](#profit-sharing-yourdreamnamehere)
- [Profit Sharing: TeamRental](#profit-sharing-teamrental)
- [For MerchantsOfHope](#for-merchantsofhope)
- [For sol-calc](#for-sol-calc)
- [Scope of offer](#scope-of-offer)
@@ -24,7 +23,6 @@
- [{{PARTY1}} responsibilities and context](#party1-responsibilities-and-context)
- [{{PARTY2}} responsibilities and context](#party2-responsibilities-and-context)
# Joint Venture Proposal between {{PARTY1}} and {{PARTY2}}
## Parties to the contract
@@ -112,84 +110,76 @@ For the businesses defined above:
This provides mutually assured destruction in the event of an attempted breach of contract by either party.
(the below terms will be detailed in a private repository while negotiating with the joint venture partner)
## Financial Terms
## Free Cash Flow Sharing Terms
### Free Cash Flow sharing: RackRental
### For RackRental
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | 90% |
| {{PARTY2}} | 10% |
### Free Cash Flow sharing: StartingLineProductions
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | 40% |
| {{PARTY2}} | 60% |
### Free Cash Flow sharing: ThePeerNet
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
### For StartingLineProductions
### Profit Sharing: AP4AP
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY1}} | 10% |
| {{PARTY2}} | |
## Profit Sharing Terms
### For ThePeerNet
### Profit Sharing: YourDreamNameHere
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
| {{PARTY1}} | 25% |
| {{PARTY2}} | 75% |
### For AP4AP
### Profit Sharing: TeamRental
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
### For YourDreamNameHere
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
### For TeamRental
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
| {{PARTY1}} | 20% |
| {{PARTY2}} | 80% |
### For MerchantsOfHope
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
| {{PARTY1}} | 10% |
| {{PARTY2}} | 90% |
### For sol-calc
| Contract Party | Distribution Percentage |
| -------------- | ----------------------- |
| {{PARTY1}} | |
| {{PARTY2}} | |
| {{PARTY1}} | 50% |
| {{PARTY2}} | 50% |
## Scope of offer
Here are the businesses in scope for this offer and some context on each:
- MerchantsOfHope.org (idea is to have a freelance platform that isn’t horrible like upwork etc has become) (would cross/up sell TeamRental/YDN). Nothing more than a domain. Completely open field.
- StartingLineProductions.com (electronics lab / dirty and clean fabrication / kitchen / meeting room rental). 99% built out. Already did alpha and beta testing with live customers and had first paying customer. Product market fit found.
- RackRental.net (network test lab rental ). Alpha launching July. Hardware build out done (including power and apron). Early software dev underway, doing heavy dev on RR in June, will be main focus (after finalizing the KNEL micro services ).
- {{PARTY2}} will have total control over TeamRental/YourDreamNameHere/MerchantsOfHope. They can be closed/opensource, whatever you want.
- For sol-calc, the core micro service is GPLv3. You would have complete control over the branding / pricing etc of the SAAS front end (which is how most people would use it. So few would self host and they wouldn’t have paid anyway). This allows for the community to provide feedback on the algorithm. Could someone take it and launch a competing service ? Sure. Will they? Doubtful. Branding is a thing.
- sol-calc.com (solar calculator I’ve been building as I am doing a custom design / ground mount of 5kw of panels. Very early microservice development underway.
@@ -216,9 +206,8 @@ Here are the businesses in scope for this offer and some context on each:
- {{PARTY1}} has no real interest in these “ancillary businesses” but would like to retain a minority silent stake.
- The only thing I ask, is that TSYS Group/Redwood Group and the Non Profits get use of the stack forever at 0 charge (we would pay any actual costs like domain registration of course). (I have an on-premise computer room that will handle all of the heavy compute/storage for all of those companies, so we wouldn’t eat into your margins).
- RackRental is pretty core to suborbital, so I would retain development control over it. It’s closed source and would remain so. It has some hefty middleware and backend bits (three racks of gear). Also I have GPU cluster and that needs to remain ITAR controlled. I just don’t want to deal with marketing/sales/go-to-market.
- StartingLineProductions is pretty integral to Suborbital in terms of us using it to manage our R&D overhead. Open to discuss specifics of how that would work. Maybe some kind of multi tenant setup and we have full control of our tenant?
- StartingLineProductions is pretty integral to Suborbital in terms of us using it to manage our R&D overhead. Open to discuss specifics of how that would work. Maybe some kind of multi tenant setup and we have full control of our tenant?