Rules of the Game
|Site:||Better World Makers Network|
|Program:||Better World Makers Network|
|Book:||Rules of the Game|
|Date:||Tuesday, 24 May 2022, 9:42 AM|
2. Members T&C
- You understand and agree that your participation in any projects that use the Network's platform will become null and void at any stage when it is established that your words, actions or decisions were in violation of the network's vision, mission or values. The network's management will be solely authorized to investigate and provide verdict on any actual or perceived cases of violation. In case, it is established that a violation has occurred, all rights attached to shares owned by members involved in any or all projects will be suspended. For example, a member at default will not be able to exercise his or her rights to vote to elect any members of governance bodies.
- The network will hold the shares until it finds a buyer from within the members of the network and will transfer shares' sales proceeds to the defaulting members account. The selling price agreed by the network with the buyer will be deemed final and can not be challenged in any court of law.
- You agree that you will not initiate or participate in any projects with other members of the network using the network platform outside the governance of the network.
- You agree that you will provide access to all information necessary for the network to establish good governance and compliance.
- You agree that you or your representative will always work for and in the best interest of the projects you are working on and you will not allow or take any personal or individual benefits. In case of any potential conflict of interest you will not only disclose it to the other members of the governance body of the concerned projects but also to the network's PMO Team in writing for a decision.
- You agree that in case of any dispute or misunderstanding you will first refer the case to the network's arbitration and only after their decision you may go to court should you not be satisfied with the decision for good reasons.
- You understand that the membership is only to allow like minded people work together in a controlled environment to minimize the risk of team break-ups and disputes and at the same time to maximize the opportunities to find partners, co-creators and other resources for collaborations on various projects. This membership in no way creates an employee or employer relationship nor does it create an agent and principal or any other relationship that binds or holds the network responsible for any acts of the members nor does it authorize them to represent them as a representative of the network.
3. Co-creators Contract
Co-creators Contract for Co-sharing Value
Every Co-creator in the Primary Team earns an Equitable Share of total Equity Credits billed for their contribution to BBs delivered.
All Equity Credits are payable in cash within the Standard Credit Terms at Contractual Rates for Agreed EMH billed.
All Equity Credits are secured by Stock Options in client Projects until Settled.
All Equity Credits and Equity Stocks are convertible to promiXo at promiXo Standard Exchange Rate.
Co-creators are those who have signed up at Better World Makers Network by accepting the vision, mission and values of the network.
Co-creators are teams at Startup Tribe that work together to co-create Building Blocks and co-share equitably the value they get in return. There are two kinds of team members: Permanent Team Members and Ad Hoc Members.
Primary Team has permanent slots for three teams:
Building block team.
Every team has the following roles:
a domain expert; and
multiple slots for Interns.
Every team member has to be a co-creator i.e. a member of Better World Makers Network.
Equitable share is a predefined sharing formula commensurable to the permanent member teams roles in the primary team as follows:
PMO Team 5%
Financial Controls Team 5%
Building Block Team 90%
The formula is further divided between roles in each team
Domain Expert Role 50%
Interns role 50% (equitably shared per Agreed EMH billed by each)
Equitable shares of each member of the Primary Team will be proportionately diluted based on value contributed by Ad Hoc Team Members, if any, added to the Primary Team on a need basis.
Example: Domain Experts are responsible for quality, cost and timeline of plans and works done by research workers (university interns) and get 50% of their teams’ billing to projects - the other 50% goes to interns in their teams.
Let's say a domain expert reviews and approves plans and works delivered by a team of 8 full time interns who work 40 hour a week that's 160 hour a month x 8 team members = 1280 man-hours of work billed at $10 per hour to a project, i.e., 1280 x 10 = $12800 billed amount. That would be shared between the co-creators as follows:
Finance Control team
The share of each team would be shared between domain experts and interns in their respective team. For example, this is how the share of BB team would be split between the two roles:
BB Team Roles
8 Interns (total)
Each intern share based on hours worked
(worked equal hours)
Equity Credits are credits that Co-creators earn as compensation for their contribution to delivery of Building Blocks based on agreed hours of work done. Equity Credits grant rights to members to claim their cash share in the cost billed to Building Blocks delivered or convert the credits to Equity Shares at the Nominal Value in relevant Projects in case Equity Credits are not Settled with Standard Credit Term. Any mutual understanding among the team members to deviate from the standard Equitable Share shall not automatically affect their Equitable Share in Building Blocks.
Building Blocks [BB]
Building Blocks are well defined chunks of work with Price Tags that are outsourced to Startup Tribe Co-creators for delivery.
Standard Credit Term
Standard Credit Term means 90 days period from the billing date.
Contractual Rates are charge-out rates agreed with Projects by Building Block Team for delivery of required Building Blocks. In other words, Contractual Rates are hourly rates at which projects award contracts to co-creators.
Example: If 100 hours of effort is needed to deliver a building block and the rate is agreed to be US$10 per hour, the cost of the Building Block will be $1000 (=100x10).
Agreed EMH are estimated man-hours agreed between co-creators and projects to deliver particular BBs
Stock options grant rights to the holder to convert any overdue Equity Credits to Equity Stocks of the client project at Nominal Value.
promiXo is a (crypto) coin backed by Equity Stocks in Co-creators projects.
One promiXo coin has a fixed value equal to one Equity Credit.
Dividends earned on the underlying Equity Stocks are distributed to promiXo holders Equally, after some deductions to recover administrative costs, as a part of rolling out Unconditional Basic Income for promiXo community.
promiXo community has access to a banking portal with a shopping cart to trade stuff using promiXo coins.
promiXo project is well underway and should be launching soon subject to legal due diligence and statutory approvals.
promiXo Standard Exchange Rate
promiXo Standard Exchange Rate is One promiXo coin for one Equity Credit.
Equity Stocks are equity shares in projects that make holders co-founders or shareholders.
Nominal Value of one Equity Credit equals one man-hour of work. A Building Block with a 100 man-hours of work will earn the co-creators team 100 Equity Credits that will be distributed among the team equitably based on the agreed sharing ratio.
Projects are clients that outsource Building Blocks to Co-creators.
Some Projects are independent entities that have their own governance and others are Co-creators own projects co-founded by the Network members and incubated with Startup Tribe governance.
Start Tribe’s governance system is based on the Network’s overarching Vision, Mission and Values.
Acceptance of the Vision, Mission and Values is a pre-condition to become a member at the Tribe and the Network.
Once the incubated projects get matured they are spinned off as a separate legal entity with their own governance system.
In case of a default to pay within the Due Date, the holder of Equity Credits gets the right to convert Equity Credits into Equity Shares in the relevant Project. That’s to say, the Equity Credit holder can either exercise his or her rights to convert the credits into shares at the Nominal Value or wait until the Project is capable of settling the credits in cash.
An Equity Credit holder can also exchange Equity Credits for promiXo at promiXo Standard Exchange Rates any time.
You can bill the projects and be paid in the currency approved by the project based on their location or preferred location in case of more than one location. Any forex gains or losses and remittance cost shall be on your own account. You’ll be responsible for your own taxes and meeting compliance requirements.
Equity Shares represent shares of ownership in relevant building blocks of relevant projects, whether incorporated as LLCs or not. All rights of the shareholders shall be proportionate to their shareholdings. Equity Shares can only be sold or transferred between the members of the network, unless the project is a stand-alone legal entity outside the Network's domain.
Ad Hoc Members
AD Hoc Members are those who are asked to join the Co-creators Primary Team on a need basis. The Permanent Team Members equity in the Building Block is diluted equitably to accommodate the new members in the team proportionate to the contribution they make to Building Blocks.
An Ad Hoc member can be both resource providers or capacity providers, e.g., vendors, investors or lessors etc. Their contribution shall be valued at fair market price as determined by the Project in consultation with the PMO.
For example, Permanent Members have contributed $100 of value to a Building Block and need an Ad Hoc Member (AHM) to contribute $10 by paying a SaaS subscription.
PMO : DE : R&DI : FNS
5.00 : 45.00 : 45.00 : 5.00
PMO : DE : R&DI : FNS : AHM
4.55 : 40.91 : 40.91 : 4.55 : 9.09
Permanent Team Members
Co-creators in Primary Teams roles are also called Permanent Team Members
Startup Tribe is a local startup foundry for social enterprises. It runs programs to co-create communities, solutions and ecosystems based on sharing economy principles in collaboration with Better World Makers Network.
You will always use the Network’s system at betterworldmakers.org to work on any assigned projects in any role you take to enable compliance monitoring.
The offer to invest or contribute resources is not valid for the general public - only the Network’s members may apply.
4. Non Disclosure Agreement
1. THIS AGREEMENT is made BETWEEN:
a. BETTER WORLD MAKERS NETWORK Pte. Ltd. 201107250N, Singapore including any of it's
stakeholders e.g members, employees, service providers, state regulators, shareholder, or
clients is herein referred to as the (information) Disclosing Party; and
b. YOU including any entity, team or principal that you are representing, is herein referred to as the
(information) Receiving Party,
c. The Disclosing Party and the Receiving Party are collectively referred to as the "Parties".
2. AGREEMENT PERIOD
a. Effective date of the Agreement: The Date of Email from the Receiving Party confirming the
acceptance of the terms and condition of this agreement.
a. The Receiving Party understands that the Disclosing Party has disclosed or may disclose
information relating to the Disclosing Party’s business interest, which to the extent previously,
presently, or subsequently disclosed to the Receiving Party is hereinafter referred to as
"Proprietary Information" of the Disclosing Party.
4. OPERATIVE PROVISIONS
a. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the
Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to
take all reasonable precautions to protect such Proprietary Information (including, without
limitation, all precautions the Receiving Party employs with respect to its own confidential
materials), (ii) not to disclose any such Proprietary Information or any information derived
therefrom to any third person, (iii) not to make any use whatsoever at any time of such Proprietary
Information except to evaluate internally its relationship with the Disclosing Party, and (iv) not to
copy or reverse engineer any such Proprietary Information. The Receiving Party shall procure that
its employees, agents and subcontractors to whom Proprietary Information is disclosed or who
have access to Proprietary Information sign a nondisclosure or similar agreement in content
substantially similar to this Agreement
b. Without granting any right or license, the Disclosing Party agrees that the foregoing shall not
apply with respect to any information after five years following the disclosure thereof or any
information that the Receiving Party can document (i) is or becomes (through no improper action
or inaction by the Receiving Party or any affiliate, agent, consultant or employee) generally
available to the public, or (ii) was in its possession or known by it prior to receipt from the
Disclosing Party as evidenced in writing, except to the extent that such information was unlawfully
appropriated, or (iii) was rightfully disclosed to it by a third party, or (iv) was independently
developed without use of any Proprietary Information of the Disclosing Party. The Receiving Party
may make disclosures required by law or court order provided the Receiving Party uses diligent
reasonable efforts to limit disclosure and has allowed the
c. Disclosing Party to seek a protective order.
d. Immediately upon the written request by the Disclosing Party at any time, the Receiving Party will
return to the Disclosing Party all Proprietary Information and all documents or media containing
any such Proprietary Information and any and all copies or extracts thereof, save that where such
Proprietary Information is a form incapable of return or has been copied or transcribed into
another document, it shall be destroyed or erased, as appropriate.
e. The Receiving Party understands that nothing herein (i) requires the disclosure of any Proprietary
Information or (ii) requires the Disclosing Party to proceed with any transaction or relationship.
f. The Receiving Party further acknowledges and agrees that no representation or warranty,
express or implied, is or will be made, and no responsibility or liability is or will be accepted by
the Disclosing Party, or by any of its respective directors, officers, employees, agents or advisers,
as to, or in relation to, the accuracy of completeness of any Proprietary Information made
available to the Receiving Party or its advisers; it is responsible for making its own evaluation of
such Proprietary Information.
g. The failure of either party to enforce its rights under this Agreement at any time for any period
shall not be construed as a waiver of such rights. If any part, term or provision of this Agreement
is held to be illegal or unenforceable neither the validity, nor enforce-ability of the remainder of this
Agreement shall be affected. Neither Party shall assign or transfer all or any part of its rights
under this Agreement without the consent of the other Party. This Agreement may not be
amended for any other reason without the prior written agreement of both Parties. This
Agreement constitutes the entire understanding between the Parties relating to the subject
matter hereof unless any representation or warranty made about this Agreement was made
fraudulently and, save as may be expressly referred to or referenced herein, supersedes all prior
representations, writings, negotiations or understandings with respect hereto.
h. This Agreement shall be governed by the laws of the jurisdiction in which the Disclosing Party is
located (or if the Disclosing Party is based in more than one country, the country in which its
headquarters are located) (the "Territory") and the parties agree to submit disputes arising out of
or in connection with this Agreement to the nonexclusive of the courts in the Territory.
5.1. Site T&C
- The content of the pages of this website is for your general information and use only. It is subject to change without notice.
- Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
- Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
- This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
- All trademarks reproduced in this website which are not the property of, or licensed to, the operator are acknowledged on the website.
- Unauthorized use of this website may give rise to a claim for damages and/or be a criminal offence.
- From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
- You shall not use any word, phrase or language that is immoral, vulgar, or potentially offensive to any reader of the website while providing comments or feedback.
- Your use of this website and any dispute arising out of such use of the website is subject to the laws of Singapore
- No contents, products, services, processes, offerings, statements, words or phrases included in the website, in parts or as a whole, can be interpreted in a manner that, explicitly or implicitly, makes the resultant meaning, inference, understand, conclusion, outcome or take-away non-compliant with any laws or regulations of the country.
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If you contact us directly, we may receive additional information about you such as your name, email address, phone number, the contents of the message and/or attachments you may send us, and any other information you may choose to provide.
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We use the information we collect in various ways, including to:
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Another part of our priority is adding protection for children while using the internet. We encourage parents and guardians to observe, participate in, and/or monitor and guide their online activity.
Better World Makers Network does not knowingly collect any Personal Identifiable Information from children under the age of 13. If you think that your child provided this kind of information on our website, we strongly encourage you to contact us immediately and we will do our best efforts to promptly remove such information from our records.