As a comparison, when the Foundation’s board resigned, each member received a severance of 400,000 USD, after doing nothing for six months. Fabrice Le Fessant, From Tezos To Dune Network, September 3rd 2019

Being said board member, I guess Fabrice is asking for me to answer. I also noticed other executives in Origin Labs have explicitly requested a statement from the parties in question.

If it’s false please ask the tezos foundation & DLS to issue a proper statement… Won’t happen you know why? Fabien Dureuil, Tweet September 9th 2019

I, Diego Olivier Fernandez Pons, founding and former board member of the Tezos Foundation declare that everything I am stating in this document is sincere and correct. I can only testify about events I directly witnessed while I was board member of the Tezos Foundation, or I was directly involved in. I do not speak in the name of the current Tezos Foundation board, DLS, or any other parties.

The resignation of the board of Tezos

I don’t really understand the Dune leadership’s obsession with Twitter and Reddit flamewars… that is not how proper businesses behave. While Dune Network positions itself as the blockchain for businesses, its management behaves in a way that would dissuade any reasonable business from working with them. I once met a man that loved public arguments, grandiose declarations, and borderline xenophobic statements: Johann Gevers. Unsurprisingly, the Swiss authorities and other significant stakeholders in the Swiss CryptoValley were not amused.

On February 22nd 2018, Johann Gevers and I (Diego Olivier Fernandez Pons) “voluntarily” resigned from the board of the Tezos Foundation. And while we did receive a compensation as reminded by Fabrice Le Fessant, I am afraid most of the statements otherwise made in “From Tezos To Dune Network” are imprecise when they are not false.

The compensation was 400 000 CHF for Johann Gevers and 200 000 CHF for me. The original proposal was 300 000 each but Johann insisted his contribution to Tezos was more important than mine, and therefore he should receive twice as much.

The historical value of 300 000 CHF itself comes from Johann’s attempt to be appointed executive manager of the Tezos Foundation, which I denied on the grounds of conflict of interest , retroactivity , and lack of priority . In that contract, Johann tried to make me approve on September 12th 2017, the base salary was 200 000 CHF with all sorts of bonuses including a 50% bonus for performance.

, , and lack of . In that contract, Johann tried to make me approve on September 12th 2017, the base salary was 200 000 CHF with all sorts of bonuses including a 50% bonus for performance. I was the only person opposed to Johann’s extortion: compensation to step down, stretching the agreement I had already refused to sign as a form of revenge, and forcing me to resign with him. But everyone, ranging from current Tezos Foundation board members, to lawyers and other stake holders pressured me to agree “for the greater good of Tezos”. Even the Federal Authority of Swiss Foundations agreed to this…

I donated the money to the Tezos Commons Foundation to be used in the integration of Tezos with existing systems. Because I don’t like pocketing money that was obtained by extortion.

One year of board duty

Fabrice Le Fessant states the Tezos Foundation board did nothing during 6 months, was overpaid, and offered OCamlPro nothing more than 50k USD bonus with no tokens, on top of being disrespectful of their work.

Allow me to disagree on all points.

Besides the fact that the board actually served for one year, most of the work the board did was to solve the problems created by OCamlPro first, and then by Johann Gevers. Problems evolved in this order:

Negotiations with OCamlPro

Creation of an organisation around the developers leaving OCamlPro

Management of the Johann Gevers compensation expectations and public fight via the press

And the offers done to OCamlPro ranged between $1M and $2M in cash, with bonuses in tokens.

I cannot comment on the money OCamlPro received after I left the board of the Tezos Foundation, as I wasn’t involved in those negotiations. But I am certain it vastly exceeds the 50k Fabrice says they were offered, or the 400k I supposedly received for very little work.

The first problem: negotiations with OCamlPro

The Tezos Foundation has always diligently tried to solve all disagreements with partners in a way that benefits all parties, OCamlPro included. Allow me to quote an answer made by the Tezos Foundation to OCamlPro on September 27th 2017 about continuation of our collaboration, increase of the number of engineers, and bonuses.

Our preference is to work with OCamlPro, and to do so in the way that you and DLS have worked together to date — openly and in cooperation with each other. Having a close working relationship with both you and the individual engineers has been successful so far and is what made us comfortable with the idea of a long-term agreement. Such an agreement should be based on collaboration between us regarding who from your team is working on the project, who is being hired to the project, and where research funding is being directed […] Ideally, we could quickly come to a preliminary agreement on the above in order to move the conversation and the project forward. If the question of a larger bonus for the engineers is still outstanding, then we can continue to discuss that following agreement on these other areas of the contract. If your preference instead is to have a more open-ended structure, in which there is less conversation between us on these matters, then we are open to this arrangement but we will have to amend some of the terms. Any contract we sign must be tied either to the resources we receive from OCamlPro or to the outcome delivered to us. If we allocate funding upfront to OCamlPro that is not tied to specific engineers or hires, then we must tie the funding to very specific terms around the deliverables.



Response to OCamlPro approved by the board, September 29th 2017

The problem we faced with OCamlPro was that they simply refused any form of reasonable agreement

OCamlPro refused a fixed-price services agreement because they didn’t want to commit to specific deliverables as that would limit their freedom to work

because they didn’t want to commit to specific deliverables as that would limit their freedom to work OCamlPro refused a time-and-material services agreement because they didn’t want to report hours spent on different projects

because they didn’t want to report hours spent on different projects OCamlPro refused a software purchase agreement because they wanted to use said software to build their own business on Tezos

agreement because they wanted to use said software to build their own business on Tezos OCamlPro refused an acquisition agreement even at extremely favorable conditions because as Fabrice told me “you addressed all our concerns, but actually, I don’t want to sell”

The offers presented ranged from premium services to $1M software purchase of software (for Liquidity) or $2M “acquisition”. And the “acquisition” proposal included returning the OCamlPro trademark and existing customers to Fabrice, lending them engineers for 1 year and optionally pay all the engineering costs of the new entity and naming Fabrice scientific advisor of the Tezos Foundation for 10% equity of the new entity.

Every proposal was met with the same answer : OCamlPro wanted the Tezos Foundation to retroactively increase the consulting rate contracted between OCamlPro and DLS. And my answer was always the same

(as of today) DLS is an organisation that is legally and managerially separate from the Tezos Foundation

The Tezos Foundation doesn’t have the power to interfere in contracts signed by other parties

in contracts signed by other parties The Tezos Foundation cannot retroactively modify a contract and in particular a contract already executed

Also, the purpose of the Tezos Foundation is not to serve as an instrument for disgruntled people to go back in time and change history for financial or egotistical reasons. Any unsatisfactory outcome should have been solved in a considerate way, with a collaboration contract. Instead OCamlPro made threats to get past contracts to be rewritten, declined reasonable offers, made more threats, received some contracts, complained in public of being a victim, received grants of which it violated the terms and conditions, made more threats, complained again in public and now makes a fork.

Fabrice states

Without any funding from the Tezos Foundation, we started working on TzScan and Liquidity on September 2017. In September 2018, one year later, we finally got a grant from the Tezos Foundation […] It was far less than what we had already spent […] but it was better than nothing. Fabrice Le Fessant, From Tezos to Dune Network, September 3rd 2019

This is dishonest and disrespectful. The Tezos Foundation started making contract proposals in September 2017, you signed consulting agreements with [#1] the Tezos Foundation between September 2017 and September 2018. And the grant program that you finally agreed to (with the ending that we all know…) was created by the former board. The same board you accuse of being incompetent, overpaid and disrespectful.

Second problem: setting up an R&D Lab

The next problem I had to solve when I was a board member was to create an organisation around the developers that were leaving OCamlPro.

I met with 5 developers and one intern that were working / had been working for OCamlPro and manifested interest in moving to a new organisation.

Two of them told me the following

They didn’t want to work for Tezos forever, just move the software forward and turn the page

They were burnt-out from 4 years of development of Tezos and needed me to quickly bring-in other developers to take-over their knowledge and guarantee continuity

They wanted to be compensated for their long years of efforts on Tezos

They wanted OCamlPro to be given a fair deal

Three said they were happy to do “cool things on Tezos” and maybe move on later to other opportunities.

Recruiting to ensure continuity wasn’t easy because every time I was faced with allegations that we were the bad guys that had scammed OCamlPro. Here is a message I sent on December 2nd to an OCaml-based business owner, explaining the situation and its challenges.

Voici ce que nous avons vu passer comme réponse hier […] “Juste un petit commentaire à ce sujet : la raison pour laquelle ils cherchent des devs caml, c’est qu’ils se [sont] fâchés avec ocamlpro. Je ne connais pas les détails, mais je conseille à quiconque qui souhaite les rejoindre de comprendre qu’il risque de se retrouver tout seul à développer un gros truc et qu’il faut faire bien attention à ne pas se faire avoir. Un petit tour sur internet suffit pour se rendre compte que ça devient un beau panier de crabes.” Tu comprends mon inquiétude de voir la communauté OCaml nous mettre des bâtons dans les roues alors que le projet lui bénéficie amplement peu importe qu’ils n’aiment pas certain de ses acteurs — et sans compter que OCamlPro n’est pas dénué de tou[t] reproche non plus. Diego Olivier Fernandez Pons, December 2nd 2018

Having to undo all the negativity that was created towards the project wasn’t an easy task. I met with scientists and OCaml developers all around the world to explain to them the Tezos project, the important innovations we could introduce and how it was a unique opportunity to apply software technology in a project with significant visibility and impact.

I knocked at the door of a professor I had never met before, in Korea. I noticed a picture of Patrick Cousot “I had him as professor of abstract interpretation”. “Me too, said the professor, … is that why you are here?”. “No. I am here because Tezos is a one in a lifetime opportunity to change the world and we need to take it! […]”

I went to the Ozone Coffee Roasters in London to meet with an OCaml developer. He told me he wasn’t interested in a position right now, but our project really cool and he really wanted us to succeed. He told me he would talk to some people he knows, told me not to get demoralised and wished us the best luck.

I saw Cedric Villani in a bus. He asked me what I was doing nowadays. I told him we were applying formal verification to blockchain and I believed formal verification would change the way we write software. He answered French computer scientists had been saying formal verification would change the world for 20 years already… I told him this time I would hopefully prove him wrong.

I went to Spain, Portugal, UK, Japan, Korea, China, Hong Kong, Taiwan, Singapore. I called colleagues in the US, Canada, Vietnam, Colombia, Russia. I interviewed people from all backgrounds, setup organisations, found offices, fixed working visas and social security numbers, wrote contracts.

For us, it was a second humiliation, again, all our supporting work for Tezos was worth nothing to them. Fabrice Le Fessant, From Tezos to Dune Network, September 3rd 2019

You complain of being humiliated but don’t see any problem in claiming in public that I was overpaid to do almost no work, and don’t understand the contributions and expertise of OCamlPro… when during all that time, I was doing nothing but cleaning the mess done by OCamlPro.

Third problem : Johann Gevers

At some point in time Johann Gevers, like many other people in Tezos, also became obsessed by money and started behaving in an erratic way.

The plan of the board was to isolate him. But at some point he managed to convince Reuters he was the victim of an international conspiracy … I set the record straight with Anna Irrera and Steve Stecklow later — I am still confused about how a journalist with the experience and flair of Steve Stecklow was fooled by Johann.

In between my fellow board member Guido Schmitz-Krummacher also started behaving erratically, when his desire of hiding Johann’s misconduct pushed him to start falsifying board meeting notes and sending internal emails saying all this had to be hidden from the federal authority of Swiss foundations … I ended reporting him to the competent authorities on November 28th 2017

Here an extract of the letter sent by my lawyer to the authorities

Aussi, le 16 octobre 2017, mon mandant a eu connaissance d’un courrier que M. Schmitz-Krummacher a reçu de la part de M. Gevers l’informant qu’il entreprendrait des actions légales à son encontre s’il venait à s’opposer à lui ou exiger son remplacement. Par ailleurs mon mandant est préoccupé de la gestion administrative de M. Schmitz-Krummacher : lors de la réunion du 24 novembre 2017, il a demandé au conseil d’annuler la réunion du 28 septembre 2017 et d’annuler rétroactivement certains des votes figurant dans le procès-verbal du 17 novembre 2017, faisant circuler une proposition alternative de procès-verbal pour lesquelles mon mandant a dû protester par écrit en raison des inexactitudes qu’elle contenait (courrier du 23 novembre 2017 ; Annexe 4) Mon mandant est également préoccupé de lire des courriers internes dans lesquels M. Schmitz-Krummacher propose de retrancher certains comptes-rendus d’éléments qui pourraient “avoir un impact négatif auprès des autorités, si elles venaient à les lire” (courrier du 23 novembre 2017 ; Annexe 4) DOFP’s lawyer, November 28th 2018, letter to the Federal Authority of Swiss Foundations

We all know how this ended… absurd Twitter rants by Johann Gevers, absurd publications on Medium, absurd rumours on Reddit, absurd talks in events, Johann telling everyone that under his leadership and with the support of the Tezos Community, Tezos would achieve the success it deserved. And finally resignation.

I have always supported OCamlPro

As if that wasn’t enough, I never stopped trying to help OCamlPro

After September 2017, I brought two customers to OCamlPro — OCamlPro found a way to fight with both of them ! And while we can argue that these customers may not have been the easiest customers ever, we can argue just as much that you Fabrice, always end fighting with absolutely EVERYONE. There is still online a fight between you and me while we were in university, and your PhD advisor, Luc Maranget had to intervene.

I also asked people that were ‘closer’ to OCamlPro to push for a professionalisation of relationships with other organisations by hiring a lawyer and an operations manager with business experience.

So it doesn’t amuse me to see you now saying that I did “almost nothing”, was overpaid and don’t respect OCamlPro’s work.

Delusional claims

Also, what on earth do you think you are doing, Fabrice?

You suffer from the same delusion as Johann Gevers: he convinced himself he was the good guy and that magically all documents would prove him right… But in real life there is no magic!

Allow me to quote Johann

Diego, if, instead of continuing your four-month-long campaign of smearing me and obstructing the progress of the Tezos project, you instead spent your time and energy on productive tasks that have been agreed are the top priorities for the Foundation, we would be much further along and not have the problems we have now. Your repeated selective rewriting of history is proved by abundant written evidence and multiple witnesses. Johann Gevers, January 13th 2018, “Request to negotiate with OCamlPro an umbrella agreement”

I am still waiting for the abundant evidence and multiple witnesses!

You are evolving exactly like Johann: public rants about freedom, about finally regaining your ability to execute, claims of persecution…

OCamlPro business on Tezos depended on expected funding from the TF […] Now our business at Origin Labs only depends on our work, on the community we are building, not on 5 people controlling the ICO funds. Living in a subsidised ecosystem like Tezos requires [you] to abandon your freedom. A lot of people are afraid of saying they see Dune as a great opportunity for them, just because they know that they may lose funding, now or later. Fabrice Le Fessant, September 5th 2019, Reddit “The coming airdrop does not damage TEZOS. All the infighting will”

You have even started denying objective truths. To someone saying you wanted every communication of TF to be validated by OCamlPro you answered

Do you really think we asked that ? “every tf communication” ? We probably asked to validate any communication about the specific collaboration that was being negotiated. Fabrice Le Fessant, September 5th 2019, Reddit “The coming airdrop does not damage TEZOS. All the infighting will”

Yes you did. In written form. And I have the proof in a contract proposal of October 23rd 2018 which says “However, OCamlPro shall be identified as contributor to the Tezos Technology whenever Arthur Breitman, DLS and Tezos or any subsidiary may communicate to the public about the Tezos Technology. Such communication shall be submitted to OCamlPro’s written prior approval.”

Allow me to remind you of this exchange

So it’s confidential but you are allowed to lie about it while reminding everyone else it is confidential…

You are playing step by step the Johann script

Contract request with absurd terms that was rejected

Rejection of all reasonable agreements to continue working together

Obstruction by holding technical progress hostage

Public victimisation and expectation the Tezos community will support you

Scandal in the media

Departure after termination agreement

Creation of a fork that claims to be giving back the freedom confiscated to the community by the Tezos Foundation

Just like Johann, you believe people are not smart enough to understand what you are doing, and you mistake other’s people restraint for weakness.

Also, when I started hiring former OCamlPro employees, you attempted to make me sign a contract whose sole purpose was to violate your employees freedom to work for whoever they want, because “OCamlPro is a family and should always remain together”. For the record, I respect my employee’s fundamental rights and I don’t hold them hostage for weird ideological pretences — OCamlPro doesn’t own their employees. And I won’t bend to your deranged view of the world no matter what threats you make.

By the way, OCamlPro threatened of legal action if anyone talked to OCamlPro employees… that is just nuts! Like when you threatened me of destroying some of the source code of Tezos if I didn’t agree to rewriting past contracts. I told you back then “You destroy any IP and the next time we meet is in front of a judge”.

For the blockchain team at OCamlPro, it was also a financial crisis, as we had invested a lot of money in these contributions, and continuing was only possible through the grants from the Tezos Foundation, as the Tezos ecosystem does not provide a sustainable business yet. Fabrice Le Fessant, From Tezos to Dune Network, September 3rd 2019

And how do you think my finances look like ? May I remind you that I don’t practice extortion and I don’t make of parasitism my business model.

The Dune Network

There are many interesting projects you could have started. I don’t understand why it needs to be a subpar copy of Tezos that leeches value out of Tezos.

Organisations need serenity to grow and Dune is the complete opposite. You keep trying to pick fights with everyone, distorting facts and counting on people’s restraint to get away with it. Look at your last article on medium from September 27th 2019

As we were interested in the inclusion of Ironmin into the official Tezos node, we started discussions with Nomadic Labs (a French private research lab owned by the Swiss Tezos Foundation) in January 2019. OCamlPro proposed to integrate the code in Tezos and to maintain it afterwards, for just 90 k Euro (around 100 k USD). Unfortunately, we got no reply from Nomadic Labs in the following 6 months. It was finally bought by Origin Labs for the Dune Network. Fabrice Le Fessant, Improving the storage layer of Dune Network, September 27th 2019

That’s not how I remember the story… On March 28th 2018, I asked a company to work on improving the storage of the node. You know this company well, they used to work with you and decided to part ways. Their project proposal was approved by the board and they have been working on improving it since. One year later [#2] I brought a paid consulting contract to OCamlPro as a sign of good will. I am told as a result of this engagement, you added some improvements to the node storage, but you weren’t satisfied with the sum received for the contract. Then, instead of collaborating with your (ex)-colleagues and finding an agreement that benefits all parties, you started fighting on social media and arguing there was a moral obligation to pay you for it [#3].

Let me be very clear on something: the Tezos community has no moral obligation towards you. We have been enduring your whims, your insults and your lack of proper behaviour for long enough. Go find your way and stop behaving like a spoiled child.

Corrections

[#1] 2019–09–30: A previous version of this document said consulting agreements had been signed with Nomadic Labs. I received clarifications saying the consulting contract was signed between the Tezos Foundation and OCamlPro.

[#2][#3] 2019–09–30: A previous version of this document contained elements that were imprecise. I have received first-hand information in between, but have chosen not to publish the information received and not to keep an imprecise formulation. Instead the corresponding parts have been removed.