Information Technology Dark Side

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Noodling on Contributor Agreements

May 12th, 2010 · 7 Comments

Have I come full circle?
It’s been almost two years since I started working on TroopTrack, and over a year since it launched. In that time a lot of things have changed – the partners I started with have quit, ending one decent friendship, and my attitude and objectives have changed dramatically. For the most part, I have really enjoyed working alone on TroopTrack since it became a solo act last year, but I’m starting to feel a need for help. I’ve got a pretty serious amount of tech debt to pay down, not to mention a user interface that still makes me want to punch the screen in certain areas.

I’m wiser. I’m older. I’ve got much better programming skills than I had two years ago. I’ve got a sustainable vision for the product and I’ve got a helpful, hopeful user base. I think I’ve come full circle.

I might be ready to bring on some help again.

The Ideal Contributor Agreement
In my older, wiser world here’s what I want to get out of a contributor agreement:

  • Incentives that encourage long-term sustainable contribution
  • Incentives that discourage get rich quick expectations or decision-making
  • Clear system for ending the agreement fairly if needed

The General Idea
Mike Kelly gave me some good ideas about how I might structure such an agreement. There would be four components of the agreement:

  • An Ownership Target
  • A Contribution Target
  • A Vesting Plan
  • A Reverse Vesting Plan

The Ownership Target
This is the percent of TroopTrack the contributor would own after meeting the contribution target for three years.

The Contribution Target
The number of hours the contributor will spend working on TroopTrack each year to maintain their contributor status.

The Vesting Plan
For every quarter the contributor meets their contribution target they will acquire 1/12 of their ownership target.

The Reverse Vesting Plan
When a contributor decides to leave or I decide they need to leave, then the reverse vesting plan kicks in. This plan converts their ownership into cash over five years by giving them a gradually declining percentage of revenue based on their ownership level. Each quarter, they receive a payment proportionate to their percent ownership, and each quarter they own 1/20 less of TroopTrack. After five years, they get nothing cuz they own nothing.

What’s Wrong with this Picture?
Umm. I’ve got nothing to say here actually. I’m looking for your opinions.

Thanks!

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7 responses so far ↓

  • 1 Dennis Gorelik // May 13, 2010 at 2:57 am

    How do you calculate cash amount for Reverse Vesting Plan?
    Is it based on some negotiated numbers?

  • 2 davidray // May 13, 2010 at 10:36 am

    Like this:
    %ownership * profit

  • 3 Tweets that mention Noodling on Contributor Agreements -- Topsy.com // May 13, 2010 at 8:39 am

    […] This post was mentioned on Twitter by aldos. aldos said: Thoughts about how to create effective contributor agreements: http://www.techdarkside.com/noodling-on-contributor-agreements […]

  • 4 Baldguy // Jun 15, 2010 at 3:41 pm

    Dave, replied to a comment of your over at Preston Gralla's blog.

    I would sure like to see some details of your business wiki that you mentioned there. We're looking at a possible wiki at my workplace, and I'd like detais of what you've accomplished with yours.

    Adding your RSS feed…

    :-)

  • 5 davidray // Jun 15, 2010 at 9:19 pm

    Hi Baldguy,
    We use Atlassian Confluence for at least 95% of the documentation we create. This even includes our product documentation and help manuals. It's nice because it's easy to collaborate on stuff – no files to download or email around, and when we're done we can export them as a pdf if we need to (we usually don't, except when we are responding to an rfp or something). It's great because you can really organize your documentation however you want, it doesn't become stale as easily, and it is uber-accessible.

    Does that help?

    Dave

  • 6 Support for Tech // Jun 30, 2010 at 1:01 pm

    hello.
    I terminate they condition to allow, then the turnaround vesting think kicks in. This design converts their ownership into interchange over team period by sharing them a gradually declining proportionality of income based on their control rank.
    lucy

  • 7 Android // Jul 15, 2010 at 11:46 am

    I seem it's no special request ?

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