This Proposal is not definite enough and uses too imprecise language: Gemini gave me these improvements to the proposal, so the DAO has the ultimate rights to IP and revenue
1. The “No IP, No Stream” Escrow (Fixes the “Agree to Agree Later” Loophole)
Currently, Aave Labs gets the money on Day 1, but the DAO gets a “commitment” to figure out the IP later. This needs to be reversed.
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The Stipulation: The $25M base grant and the 75,000 AAVE tokens must not be sent directly to Aave Labs. They must be sent to an escrow smart contract. The stream will only activate after the legal transfer of
aave.com, the trademarks, and the GitHub repositories to a DAO-controlled Foundation is finalized and verified by a multi-sig of independent delegates. -
Why it’s bomb-proof: It forces Aave Labs to act fast on the legal paperwork. If they stall the IP transfer, they stall their own paychecks.
2. The Anti-Self-Dealing Hard Cap (Fixes the “External Partners” Loophole)
The current phrasing allows Aave Labs to deduct an unlimited amount of revenue to pay “external partners” before giving the remainder to the DAO.
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The Stipulation: Amend the revenue definition to include a Hard Cap. Aave Labs may not deduct more than X% (e.g., 15%) of gross revenue for external partner sharing without a separate, explicit DAO vote. Furthermore, add an Anti-Self-Dealing Clause: Aave Labs must legally attest that they hold no equity or financial stake in any “external partner” receiving a revenue cut.
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Why it’s bomb-proof: It prevents Aave Labs from spinning up a side-company, labeling it an “external partner,” and routing 80% of the frontend fees to it.
3. The “Funded Development” Catch-All (Fixes the “Aave-Branded” Loophole)
The DAO is paying Aave Labs’ salaries for a year. Therefore, the DAO should own the output of that labor, regardless of what sticker Aave Labs slaps on it.
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The Stipulation: Erase the distinction between “Aave-branded” and “Aave-related.” The new clause must state: “Any product, interface, or protocol developed in whole or in part by Aave Labs using DAO funding during this 12-month period is subject to the 100% revenue transfer, regardless of the brand name or domain under which it is launched.”
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Why it’s bomb-proof: It closes the spin-off loophole. If Aave Labs uses DAO money to build a highly profitable “GhostCredit” app that doesn’t use the Aave name, the DAO still gets the revenue.
4. Protocol-Level Fee Routing (Fixes the Off-Chain Enforcement Loophole)
You cannot trust a centralized legal entity to manually wire crypto to a decentralized DAO every quarter.
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The Stipulation: Mandate that all on-chain products (Aave Pro, swap widgets, V4 integrations) must have fee-routing hardcoded at the smart contract level directly to the DAO’s Collector Contract. Aave Labs cannot act as a middleman wallet. For off-chain fiat revenue (like App Store fees or Aave Card swipes), the release of the Milestone Grants (the $17.5M) must be legally contingent on a signed Master Services Agreement (MSA) between Aave Labs and the DAO’s legal wrapper.
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Why it’s bomb-proof: “Code is law.” If the smart contracts automatically route the fees to the DAO treasury, Aave Labs physically cannot withhold the money, even if relations turn sour down the line.
The Bottom Line: The Aave DAO is effectively acting as a Venture Capital firm funding a $42.5M Series A round for Aave Labs. If a VC were making this deal, they would demand ironclad legal and technical covenants. The DAO must do the same.