FYI.
Attached the legal feedback (in German). I'll try a quick and dirty translation as best I can. If things are too obfuscated as a result, let me know:
1. Certified Open Ltd already exists and the MoU should prepare the collaboration of OFE, FSFE and a third party inside Certified Open and document the planning. The precise structure is still open. On FSFE's side the activitly will be taxed as economic activity, and will be coordinated with FSFE's tax consultants.
2. In my opinion the MoU should be more clear on how to split the cost of the preparation phase. This in particular concerns
a) the general cost for lawyers/notary and register in relation to issues of association/organisation law, in particular if FSFE should become partner/member in the Certified Open Ltd;
b) the costs for the time invested by the partners and that should be reimbursed from income to the Ltd. For this it might be useful to be concrete in terms of daily/hourly rates, and possible a maximum amount for pre-invested time and travel expense. Additionally: What happens if this does not work and no sufficient income is generated.
3. The MoU creates the impression that more than one third party should be involved. If this only concerns a single third party, that should be clarified and the party should be named, if possible.
4. Legal consequences in case one partner leaves are still unclear. Why the "notice period" in a)? What should happen within the 6 months if one party starts to block things -- is this not more an obstacle than the partner leaving immediately? Who covers the cost to that were incurred until that point?
In b) the three months period makes no sense, imho. If a party leaves, there is no way the remaining parties could be stopped from continuing things in any way they please.
5. There should be some word on the applicable law and place of court if the MoU should be legally enforceable or if you want to document seriousness. If this is only as a "reminder" it is not necessary.
6. Maybe it would be beneficial to add a sentence that shaping of Certified Open will be done by a commonly agreed upon statute.