Adding comfort for a sponsor.
The use of a Management Co. and a Management Agreement may help create a wall of liability separation between the sponsor and HSe4Metrics—in effect, a buffer—that may be a positive for a sponsor.
The Management Co. will seek to minimize liability by either the sponsor or HSe4Metrics to the other by formally requiring that neither entity contact other or communicate with the other, thereby not inviting liability by free-flow association.
As a policy this should be straightforward to abide by since the Management Co. will have no involvement in the operations or decision-making of HSe4Metrics and will have no authority or leverage to direct how sponsor-donated funds are used by HSe4Metrics.
The sponsor will communicate with the Management Co., not with HSe4Metrics; and HSe4Metrics will communicate with the Management Co., not with the sponsor. The Management Co. will decide how to handle any such communication, if at all.
Management Co. formation.
Vernon Baker may elect to form the Management Co. and serve as its president or appoint a president. The Management Co. will not be a 501(c)(3). The Management Agreement will be by and between the sponsor and the Management Co.
HSe4Metrics will not be a party to the Management Agreement.
The role of the sponsor will be to fund the 501(c)(3) HSe4Metrics social media app, the sponsor thereby expressing a societal-good, albeit the sponsorship will stand to double as a marketing strategy for the sponsor and its shareholders.
HSe4Metrics’ requests for donation installments that compose the sponsor’s donation commitment.
When at the point of needing the next donation installment, HSe4Metrics will NOT contact the sponsor but will instead contact the Management Co.
The Management Co. will facilitate the payment process but will NOT handle the payments nor will it be entitled to any part or percentage of any donation installment.
The process: The Management Co. will forward the request to the sponsor. The sponsor will make the payment directly to HSe4Metrics’ prescribed account. Upon receipt, HSe4Metrics will send confirmation to the Management Co., NOT to the sponsor. The Management Co. will then notify the sponsor that HSe4Metrics received the donation installment.
Payments to the Management Co.
The Management Co. will NOT receive nor be entitled to any part or percentage of any donation installment paid to HSe4Metrics by the sponsor.
However, to serve as a buffer between HSe4Metrics and the sponsor, the Management Co. will be paid $1,000 per year by HSe4Metrics and $50,000 per year by the sponsor. Note that the $51,000 total will likely not cover the Management Co.’s costs and duties specified in the Management Agreement.
Within the Management Agreement will be provision for the Management Co. to negotiate a performance fee payable by the sponsor to the Management Co. In addition, there will be a provision giving the Management Co. the right to negotiate a performance fee payable to a college or university. Any such fee payable to a college or university will be payable directly by the sponsor to the college or university with no part of the payment payable to the Management Co..
Succession.
HSe4Metrics will have the right to continually seek to maintain a backup roster of vetted potential replacement sponsors.
The backup roster may be used in the event of transitioning from a current sponsor to a succession sponsor.