- mice-discuss - lists.micemn.net

Re: Arista Support Contract

by Jeremy Lumby

I would say that is more than enough buffer. I completely support moving forward. From: MICE Discuss [mailto:MICE-DISCUSS@LISTS.IPHOUSE.NET] On Behalf Of Richard Laager Sent: Friday, February 02, 2018 4:39 PM To: MICE-DISCUSS(a)LISTS.IPHOUSE.NET Subject: Re: [MICE-DISCUSS] Arista Support Contract On 02/02/2018 06:52 AM, Jeremy Lumby wrote: As for a "loan/donation" If MICE were to get the bank account down to minimum values to pay the support contract for 3 years, and port fees were slower than expected to come in, you can count on me to personally loan/donate MICE the fees to cover other normal expenses like ARIN fees, or misc parts. First off, as always, thank you for your support of MICE. After the first purchase, I want to reassure everyone that we will still have plenty of money to pay the ARIN fees and other miscellaneous expenses. We'd still have well over $10,000 in the bank. In terms of making the payment for the second order... if we can't collect roughly 20% of our port fees in 4-5 months, I think we have serious problems beyond the support contract. -- Richard To unsubscribe from the MICE-DISCUSS list, click the following link: http://lists.iphouse.net/cgi-bin/wa?SUBED1=MICE-DISCUSS&A=1

Feb. 2, 2018

Re: Arista Support Contract

by Richard Laager

On 02/02/2018 06:52 AM, Jeremy Lumby wrote: > As for a "loan/donation" If MICE were to get the bank account down to > minimum values to pay the support contract for 3 years, and port fees > were slower than expected to come in, you can count on me to > personally loan/donate MICE the fees to cover other normal expenses > like ARIN fees, or misc parts. First off, as always, thank you for your support of MICE. After the first purchase, I want to reassure everyone that we will still have plenty of money to pay the ARIN fees and other miscellaneous expenses. We'd still have well over $10,000 in the bank. In terms of making the payment for the second order... if we can't collect roughly 20% of our port fees in 4-5 months, I think we have serious problems beyond the support contract. -- Richard

Feb. 2, 2018

Re: Arista Support Contract

by Richard Laager

On 02/02/2018 09:20 AM, DeLong, Owen wrote: > However, disclosure to the membership is not disclosure to the public. It is > disclosure to the “owners” of the business The members are absolutely the owners of MICE. In general, I think that disclosure to the member-owners is substantially similar to disclosure to the public, as the member-owners are not held to any binding NDA. > who by the very nature of this discussion> are obviously decision makers in the process. This thread is an opportunity for the members to provide input to the board. The board is the decision maker. > It is pretty normal to disclose quote details to the decision makers. Agreed. As I noted, the board is fully informed of the pricing. > Is there a MICE-MEMBERS list that isn’t open to the public? No. We can certainly discuss that separately. > certainly disclosure > to individual members that request the data (consider this such a request from Akamai) > is entirely appropriate. The authority of the owners is as a collective, not individually. An individual member-owner of a coop can request anything they want, but that does not obligate the coop to provide that information. Buying a telephone line from a mutual telephone company makes you a member-owner, but does not give a member-owner the authority to compel production of the details of pricing on their telephone switch support contract. Nor does buying electricity from an electric coop give a member-owner the authority to unilaterally compel release of business records relating to energy purchase agreements, even though such details are absolutely critical to the long-term financial viability of the business. This is not limited to coops, either. If I purchase a share of Cisco, Akamai, or any other publicly traded company, that makes me an owner, but I cannot individually compel the company to provide me confidential business records. I think that MICE as a business has a legitimate need for non-disclosure of certain details. For example, if the owners require that pricing details on our purchases is made public, it is reasonable to fear that vendors may give MICE smaller discounts. For another example, if the owners require that port traffic numbers are made public, we may lose members (e.g. Akamai) who wish their port traffic numbers to be confidential, even from the other member-owners. This isn't to say that the board or management can do whatever they want and keep the owners in the dark. Obviously, the company's management and board need to provide various reports on the company's activities. -- Richard

Feb. 2, 2018

Re: Arista Support Contract

by DeLong, Owen

I would argue that disclosure to the general public is, indeed inappropriate, except as part of any treasurers report as noted below. However, disclosure to the membership is not disclosure to the public. It is disclosure to the “owners” of the business who by the very nature of this discussion are obviously decision makers in the process. It is pretty normal to disclose quote details to the decision makers. Is there a MICE-MEMBERS list that isn’t open to the public? If not, certainly disclosure to individual members that request the data (consider this such a request from Akamai) is entirely appropriate. As a practical matter, since no NDA exists here, I agree not to further disclose the numbers to anyone outside of those that would legitimately have input on the decision or in authoring feedback from Akamai (strictly Akamai internal). Owen > On Feb 1, 2018, at 19:51 , Richard Laager <rlaager(a)WIKTEL.COM> wrote: > > On 02/01/2018 09:32 PM, David Farmer wrote: >> your fiduciary responsibility to the membership comes first, agreeing to >> keep the total expenditure confidential once made would not be >> inconsistent with that responsibility in my opinion. > > I assume you meant "would not be consistent" or "would be inconsistent". > > I have not made any specific or additional confidentiality or > non-disclosure agreements as part of this process. Arista has not made > any requests in this regard beyond the boilerplate on their quote > documents. I am just trying to honor what I see as the normal convention > in such matters. > > I do not anticipate any change in the normal treasurer's reports. That > is, yes, I expect the payments will be disclosed once made as usual. > > If the guidance from the membership is that this is unacceptable and I > should publicly disclose all the numbers now, I can put that to Arista. > > -- > Richard

Feb. 2, 2018

Re: Arista Support Contract

by DeLong, Owen

There are these things called credit unions, negotiable trust and savings associations, and occasionally you can even find a savings and loan. There are also many forms of independent lenders and other business oriented lenders. As a co-op, MICE is now a business with revenues, a balance sheet, etc. I’m not advocating a loan, but really, this isn’t a particularly complicated question. Owen On Feb 1, 2018, at 19:39 , Reid Fishler <rfishler(a)he.net<mailto:rfishler@he.net>> wrote: Loan from? Reid On Feb 1, 2018 10:35 PM, "Jason Hanke" <jayhanke(a)neutralpath.net<mailto:jayhanke@neutralpath.net>> wrote: How about getting a loan to cover the difference? That way we could get the savings and not affect the revenue percentages. On Feb 1, 2018 8:17 PM, "Richard Laager" <rlaager(a)wiktel.com<mailto:rlaager@wiktel.com>> wrote: > On Feb 1, 2018, at 19:45, Jeremy Lumby <jlumby(a)MNVOIP.COM<mailto:jlumby@MNVOIP.COM>> wrote: > > It is also a nice time to call for any donations. On donations, free money is obviously great, but we do need to watch the 85% rule now that we are a co-op. If someone is interested in donating, please contact me off-list. Paying your port fees invoice promptly is also helpful here. -- Richard ________________________________ To unsubscribe from the MICE-DISCUSS list, click the following link: http://lists.iphouse.net/cgi-bin/wa?SUBED1=MICE-DISCUSS&A=1<https://urldefense.proofpoint.com/v2/url?u=http-3A__lists.iphouse.net_cgi-2…> ________________________________ To unsubscribe from the MICE-DISCUSS list, click the following link: http://lists.iphouse.net/cgi-bin/wa?SUBED1=MICE-DISCUSS&A=1<https://urldefense.proofpoint.com/v2/url?u=http-3A__lists.iphouse.net_cgi-2…>

Feb. 2, 2018

Re: Arista Support Contract

by Jason Hanke

I misunderstood. I thought we were short cash to get the discount. On Feb 2, 2018 12:03 AM, "Richard Laager" <rlaager(a)wiktel.com> wrote: > On 02/01/2018 11:34 PM, Jason Hanke wrote: > > This is a normal business expense > I agree. > > As far as source for a possible loan > Why is a loan desirable? We can afford to pay outright under the terms > offered. We pay half now, leaving plenty of money in the bank. We > continue to collect port fees. Later in the year, we pay the second > half, leaving plenty of money in the bank. > > When this comes up for renewal in 3 years, we'll easily be able to pay > it all at once with no special dispensation necessary. > > -- > Richard >

Feb. 2, 2018

Re: Arista Support Contract

by Mike Horwath

On Fri, Feb 02, 2018 at 12:03:08AM -0600, Richard Laager wrote: > We can afford to pay outright under the terms offered. We pay half > now, leaving plenty of money in the bank. We continue to collect > port fees. Later in the year, we pay the second half, leaving plenty > of money in the bank. This seems legit. Thanks, Arista, for this payment plan! -- Mike Horwath, reachable via drechsau(a)Geeks.ORG

Feb. 2, 2018

Re: Arista Support Contract

by Jeremy Lumby

As for a "loan/donation" If MICE were to get the bank account down to minimum values to pay the support contract for 3 years, and port fees were slower than expected to come in, you can count on me to personally loan/donate MICE the fees to cover other normal expenses like ARIN fees, or misc parts. From: MICE Discuss [mailto:MICE-DISCUSS@LISTS.IPHOUSE.NET] On Behalf Of Jason Hanke Sent: Thursday, February 01, 2018 11:35 PM To: MICE-DISCUSS(a)LISTS.IPHOUSE.NET Subject: Re: [MICE-DISCUSS] Arista Support Contract imho donations are going to shift the burden back to the faithful. This is a normal business expense and the savings will help everyone. As far as source for a possible loan, I would ask our bank first and then open it up to members and outsiders take the best deal. The bank is usually the cheapest money. On Feb 1, 2018 11:00 PM, "Richard Laager" <rlaager(a)wiktel.com> wrote: On 02/01/2018 09:35 PM, Jason Hanke wrote: > How about getting a loan to cover the difference? That way we could get > the savings and not affect the revenue percentages. The message of mine you replied to was about the 85% rule, which applies to revenue. That was in the context of donations. We need to ensure that, each year, our revenue is at least 85% derived from members. For small donations that together don't add up to anywhere near 15%, this is not a concern. If someone wants to make a _sizable_ donation or we get a lot of small donations, that should be okay as long as they are from members, but we may want to double-check with a professional first. If non-member donations would push member-derived revenue under the 85% mark, we lose our Federal tax-exempt status for that year. See: https://www.irs.gov/irm/part7/irm_07-025-012 However, there is a _separate_ issue as to whether donations from members count in the same way as purchases (i.e. port fees) when calculating capital credits. If someone wants to donate, we'll need to seek professional guidance about how to handle that. Either way, I imagine we would be able to accept the donation. As far as I can see, loans aren't relevant to the 85% member revenue test. Putting three year's worth of major expenses into one year would have an effect on capital credits. As far as I know, we are accounting on a cash basis. By "bunching" expenses into the first year, our profit will be lower in the first year and higher in the second and third years. This means that members will accrue lower capital credits in year one and higher capital credits in years two and three. If everything else was equal (no members come or go or pay different port fees), this would be irrelevant. But in practice, it will create some variation. With cash basis accounting, it seems to me that a loan should smooth that out. Is that variation in capital credits a problem? Probably not. It seems like it's going to be part of the natural cycle. I expect our typical pattern over the long term will be to build up cash for a while and then spend a big chunk on switch hardware before starting the cycle over. -- Richard To unsubscribe from the MICE-DISCUSS list, click the following link: http://lists.iphouse.net/cgi-bin/wa?SUBED1=MICE-DISCUSS&A=1

Feb. 2, 2018

Re: Arista Support Contract

by Richard Laager

On 02/01/2018 11:34 PM, Jason Hanke wrote: > This is a normal business expense I agree. > As far as source for a possible loan Why is a loan desirable? We can afford to pay outright under the terms offered. We pay half now, leaving plenty of money in the bank. We continue to collect port fees. Later in the year, we pay the second half, leaving plenty of money in the bank. When this comes up for renewal in 3 years, we'll easily be able to pay it all at once with no special dispensation necessary. -- Richard

Feb. 2, 2018

Re: Arista Support Contract

by Jason Hanke

imho donations are going to shift the burden back to the faithful. This is a normal business expense and the savings will help everyone. As far as source for a possible loan, I would ask our bank first and then open it up to members and outsiders take the best deal. The bank is usually the cheapest money. On Feb 1, 2018 11:00 PM, "Richard Laager" <rlaager(a)wiktel.com> wrote: > On 02/01/2018 09:35 PM, Jason Hanke wrote: > > How about getting a loan to cover the difference? That way we could get > > the savings and not affect the revenue percentages. > The message of mine you replied to was about the 85% rule, which applies > to revenue. That was in the context of donations. We need to ensure > that, each year, our revenue is at least 85% derived from members. For > small donations that together don't add up to anywhere near 15%, this is > not a concern. If someone wants to make a _sizable_ donation or we get a > lot of small donations, that should be okay as long as they are from > members, but we may want to double-check with a professional first. If > non-member donations would push member-derived revenue under the 85% > mark, we lose our Federal tax-exempt status for that year. > See: https://www.irs.gov/irm/part7/irm_07-025-012 > > However, there is a _separate_ issue as to whether donations from > members count in the same way as purchases (i.e. port fees) when > calculating capital credits. If someone wants to donate, we'll need to > seek professional guidance about how to handle that. Either way, I > imagine we would be able to accept the donation. > > As far as I can see, loans aren't relevant to the 85% member revenue test. > > Putting three year's worth of major expenses into one year would have an > effect on capital credits. As far as I know, we are accounting on a cash > basis. By "bunching" expenses into the first year, our profit will be > lower in the first year and higher in the second and third years. This > means that members will accrue lower capital credits in year one and > higher capital credits in years two and three. If everything else was > equal (no members come or go or pay different port fees), this would be > irrelevant. But in practice, it will create some variation. With cash > basis accounting, it seems to me that a loan should smooth that out. > > Is that variation in capital credits a problem? Probably not. It seems > like it's going to be part of the natural cycle. I expect our typical > pattern over the long term will be to build up cash for a while and then > spend a big chunk on switch hardware before starting the cycle over. > > -- > Richard >

Feb. 2, 2018