Venture Agreement

This agreement is out-of-date and is likely to be updated in the next six months (added in May 2018).

This agreement defines what it means to be an Enspiral Venture, and the relationship between Enspiral Ventures and the rest of the Enspiral network.

Context

The Enspiral network is based on high trust, reciprocity, and mutual support. Ventures are free to choose when they join, when they leave, and how they contribute to the network. This agreement does not attempt to definitively explain the value proposition for becoming an Enspiral Venture. Enspiral is not a traditional accelerator or incubator, and we make very few tangible commitments around venture support. Ventures are responsible for growing the relationships and opportunities within the network that provide a fair exchange of value.

Ventures join the Enspiral network because they believe their own success is enhanced and their mission better achieved through collaborative network participation, mutual support, and interdependence. Ventures that join fundamentally value Enspiral and want to see it thrive. Many of our ventures wouldn’t exist without the support they have received from the wider network, and others choose to engage because of deep alignment of purpose and culture.

Associated Documents

• Venture MOU template
• Quarterly update form
• Venture profile template
• Venture introduction template

Roles

Key Personnel

Defined as long term, committed staff or team members of the venture. These people are determined by the venture.

Contact Person

One of the venture’s key personnel nominated as the point of contact for matters regarding the venture’s relationship with Enspiral.

Venture Stewards

Each venture must maintain 3 active venture stewards, with the following selection criteria:

• At least one must be key personnel in the venture
• At least one must not be key personnel in the venture
• At least two must be Enspiral members (or all three) - one can be a non-member (Enspiral contributor or external person)

Venture steward roles:

• Act as the point of contact if there are any issues concerning the venture and its relationship to Enspiral
• Facilitate the leaving process if the venture departs the network
• Guide new ventures through the joining process
• Meet (physically or virtually) with with the venture contact person (and key personnel if desired) at least once per quarter
• Ensure quarterly venture updates are submitted
• Ensure the Venture’s public venture profile in the Enspiral Handbook is kept up to date

A person is recommended to steward no more than three Enspiral ventures at one time. The above roles may be filled simultaneously by the same person. For example, an individual may be one of the key personnel in a venture, and serve as a both its steward and contact person at the same time.

Processes

Joining

Becoming an Enspiral Venture requires approval through a Quorum decision by the Enspiral Members. The process is facilitated by the Venture Stewards.

1. Venture Stewards and key personnel fill out the Venture Introduction template
2. Venture Stewards posts the Venture Introduction to the Enspiral Members Loomio, and commence a “getting to know you” period. The recommended duration for this period is one month.
3. Loomio proposal in the Members Loomio, following the requirements for a Quorum Decision, and if passed an invitation to join is extended to the venture.
4. Venture accepts official invitation to join.
5. Operations team (via foundation@enspiral.com) facilitates signing of Venture MOU between Foundation Board and Venture representatives, and set up any financial contribution processing required.
6. Venture Stewards ensure profile published in Enspiral Handbook.
7. Venture Stewards ensure Logo and link added to Enspiral Website.
8. Venture Stewards request an announcement in Enspiral News of the new venture joining, with a link to their Venture profile page.

Leaving

Enspiral Ventures can leave or be withdrawn in the following ways.

Resignation

1. Venture contact person sends a written notice of withdrawal as an Enspiral venture to their venture stewards
2. Operations team facilitate a formal termination letter signed by the Foundation Board
3. Venture Stewards ensure that the Enspiral Handbook and website are updated, and an announcement goes in Enspiral News
4. Venture Stewards conduct an off-boarding retrospective to harvest learnings from the experience, which is to be shared as appropriate (with a bias towards openness unless there is sensitive information).

Member Decision

A Venture can be removed by Emergency Decision of the Enspiral Members (and then follow steps 2-4 above)

Lack of Venture Stewards

Ventures are responsible for making sure they have active stewards, and stewards are responsible for the living relationship between the venture and the network, as the venture and the network evolve over time. If at any point this relationship breaks down, ventures and stewards are encouraged to request support from members and contributors in the network.

An inability to maintain three Venture Stewards is a signal that a venture may not be viable, or that the network does not have capacity to support them at this time. If a Venture has not maintained three active Venture Stewards for 90 days or more, off-boarding begins following steps 2-4 under “resignation” above.

Venture Contributions

Financial contributions by Ventures fuel the maintenance and development of Enspiral as a whole, and non-financial contributions make up the web of support and opportunity that makes Enspiral much more than the sum of its parts.

Each venture defines how they wish to contribute to the network, financially and otherwise. This could be a flat monthly fee, a percentage of revenue, discounts on services, or any other contribution they wish to make. The basis of the Enspiral model is reciprocity and generosity - the expectation is to contribute at a level reasonable to the resources and stage of the venture.

Financial contributions are made to the Enspiral Foundation, ideally on a monthly basis. Ventures are invited to participate in our collaborative funding process to decide how the discretionary portion of their contribution will be spent (as defined in the Financial Agreement).

Adjusting Contribution

Ventures are free to adjust the contribution level specified in their Venture MOU at any time. It is expected that as a venture evolves, so too will its contribution. Ventures are required to communicate clearly about any such adjustments.

1. Venture contact person lets the Operations team (via foundation@enspiral.com) and their stewards know the new contribution they wish to commit to.
2. Operations team prepare a new Venture MOU, which is signed by the Foundation board without negotiation.
3. Operations team notify Enspiral News to include an announcement in the next newsletter.
4. Venture Stewards ensure the Venture profile is updated with the new contribution information.

Accountability & Information Sharing

Venture stewards are responsible for ensuring that venture follow through with their responsibilities as defined in this agreement.

• Ventures are required to submit a quarterly update four times a year, in collaboration with their Venture Stewards.
• Ventures are required to keep their public venture profile up to date, in collaboration with their venture stewards.
• Ventures commit to financial transparency with other ventures and Enspiral members. The level of transparency is to be agreed with each venture on a case by case basis. The catalysts will work with the ops team and venture stewards to define, gather and share this data.
• Ventures are required to sign an updated MOU if their contribution commitment changes.

Other Venture Types

Enspiral Branded Ventures

An Enspiral Branded Venture carries the Enspiral name in its title and uses the Enspiral logo as part of its identity. Shared branding presents additional benefits and risks, and so comes with some additional criteria.

• All key personnel must be Enspiral Contributors
• If the venture leaves the network, they must remove any Enspiral branding from their name and logo

Proto-Ventures

Proto-Ventures are entities considering becoming Enspiral Ventures in the future.

Proto-ventures are likely to be:

• Early-stage initiatives connected to people in the network, but are not yet ready to define their team, structure, or model enough to become a full-fledged venture, or
• Established external companies exploring the possibility of joining as Enspiral Ventures

To become a proto-venture, the team identifies three venture stewards (following the same selection criteria as regular ventures), who agree to support their development and exploration. These stewards will facilitate the joining process, if appropriate.

Proto-ventures are not expected to contribute financially, and do not require a Venture MOU. Proto-ventures are invited to participate in quarterly reporting, to make themselves known to the network, update on their progress, and request support.

Proto-ventures may publicly describe themselves as “working with Enspiral” or as a “project of Enspiral”, but may not claim to be an Enspiral Venture or Enspiral Company until they have gone through the full joining process. They are not named as ventures on the Enspiral website or in public communications.