PLEASE READ THIS CAREFULLY! You ("Innovator”) and the City of Austin ("Challenge Sponsor”) are entering into this Challenge-Specific Agreement ("CSA”) for this particular incentive-based competition ("Challenge”) only. In order to participate in this Challenge, Innovator must accept these terms, and therefore should take the time to understand them.
Submissions. By participating in this Challenge, Innovator may submit to Challenge Sponsor submission materials ("Submission”), as outlined in the Challenge Guidelines specific to this challenge on HeroX.com, for the Challenge to which this CSA relates. By submitting a Submission, Innovator thereby agrees to provide reasonable assistance and additional information concerning the Submission to Challenge Sponsor, if requested.
Acceptance of Submission and License to Use. Challenge Sponsor will notify Innovator if Submission has been selected for a prize ("Prize”), as outlined in the Challenge Guidelines, according to the schedule set forth in the Challenge Guidelines. Challenge Sponsor will judge all Submissions against the criteria set forth in the Challenge Guidelines and determine, in its sole discretion, which Submission best addresses the Challenge Guidelines. Challenge Sponsor has absolute and sole discretion to determine whether to accept the Innovator Submission, or any Submission, and whether to make a Prize, multiple Prizes or any Prize. The meeting of the Challenge Guidelines does not automatically mean that the Submission will be eligible for a Prize. Submissions must NOT contain or include ideas, concepts, solutions or technology in respect of which a third party owns or controls the intellectual property. Submissions and descriptions thereof may not include trademarks or trade names of corporations or entities without the permission of their owners. By entering, Innovator represents and warrants that:
Innovator’s entire Submission is an original work by Innovator and Innovator has not included third-party content (such as writing, text, graphics, artwork, logos, photographs, dialogue from plays, likeness of any third party, musical recordings, clips of videos, television programs or motion pictures) in or in connection with the Submission, unless (i) otherwise requested by the Challenge Sponsor and/or disclosed by Innovator in the Submission, and (ii) Innovator has either obtained the rights to use such third-party content or the content of the Submission is considered in the public domain without any limitations on use;
no person or entity other than Innovator has any right, title or interest in any part of the Submission;
unless otherwise disclosed in the Submission, the use thereof by Challenge Sponsor, or the exercise by Challenge Sponsor of any of the rights granted by Innovator under this Agreement, does not and will not infringe or violate any rights of any third party or entity, including, without limitation patent, copyright, trademark, trade secret, defamation, privacy, publicity, false light, misappropriation, intentional or negligent infliction of emotional distress, confidentiality, or any contractual or other rights;
Innovator has all the rights, licenses, permissions and consents necessary to submit the Submission and to grant all of the rights that Innovator has granted to Challenge Sponsor hereunder, including the right for Challenge Sponsor to use and develop derivative works of and from the Submission;
all persons who were engaged by Innovator to work on the Submission or who appear in the Submission in any manner have:
given Innovator their express written consent to submit the Submission for unlimited, royalty-free use, exhibition and other exploitation in any manner and in any and all media, whether now existing or hereafter discovered, throughout the world, in perpetuity;
provided written permission to include their name, image or pictures in or with the Submission (or if a minor who is not Innovator’s child, Innovator must have the permission of their parent or legal guardian) and Innovator may be asked by Challenge Sponsor to provide permission in writing;
no claims for payment of any kind, including, without limitation, for royalties or residuals;
no approval or consultation rights or any rights of participation arising out of any use, exhibition or other exploitation of the Submission; and
not been and are not currently under any union or guild agreement that results in any ongoing obligations resulting from the use, exhibition or other exploitation of the Submission;
Innovator understands, recognizes and accepts that Challenge Sponsor has access to, may create or has created materials and ideas which may be similar or identical to the Submission in concept, theme, idea, format or other respects. Innovator acknowledges and agrees that Challenge Sponsor shall have the right to use such same or similar materials, and that Innovator will not be entitled to any compensation arising from Challenge Sponsor's use of such materials. In the event that Innovator’s entry is identical or similar to the Submission of another Competitor, Challenge Sponsor reserves the right, at the sole discretion of Challenge Sponsor, to either score one Submission higher than the other subject to the Challenge Guidelines or to randomly choose a Submission from all of those submitted which respond to the Challenge Guidelines.
Other Contracts, Confidentiality, and Indemnification. Innovator agrees that Innovator will not disclose to Challenge Sponsor any information which Innovator is under an existing contractual or other legal obligation to maintain in confidence or otherwise does not have the right to sell or license. Innovator agrees that Innovator will not discuss any confidential information of Innovator’s own, other parties, or Challenge Sponsor unless Innovator is specifically using the HeroX website to do so. Should Innovator’s participation in the Challenge be found to breach any legal obligations Innovator may have with other third parties or in the event of a breach of the confidentiality obligations in this Section 3, Innovator agrees to defend, indemnify and hold harmless Challenge Sponsor, its and their respective officers, directors, employees, agents, licensors, and suppliers, from and against all claims, actions or demands, liabilities, and settlements, including, without limitation, reasonable legal and accounting fees, arising in connection with such unauthorized and prohibited disclosure.
Changes and Cancellation. Challenge Sponsor has the right to make updates and/or make any changes to, or to modify the scope of the Challenge Guidelines, Challenge Schedule, and Winning Criteria at any time during the Challenge. Innovators are responsible for regularly reviewing the Challenge site to ensure they are meeting all rules and requirements of the Challenge. Challenge Sponsor has the right to cancel the Challenge at any time, without warning or explanation, and to subsequently remove the Prize completely.
Consolation Prize. In the case of no winner, Challenge Sponsor reserves the right to withhold the Prize amount. In place of the original prize amount, Challenge Sponsor may issue a Consolation Prize to the team or individual closest to the winning solution.
General Conditions. Challenge Sponsor has the right to verify each Innovator's eligibility and compliance with this CSA. Challenge Sponsor has the right to enforce the terms and conditions hereof directly against Innovator. Participation is conditioned on providing the data required in the online registration form. Innovators should direct any request to access, update, or correct information to Challenge Sponsor. Challenge Sponsor is not responsible for human error, theft, destruction, or damage to Submissions, or other factors beyond its reasonable control.
Innovators should not register with multiple e-mail and/or street addresses. In the event of a dispute as to any Submission, the authorized account holder of the email address used to enter will be deemed to be the person who submitted the Submission. The authorized "account holder" is the natural person assigned an email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address;
Innovator is responsible for any related costs to complete activities related to solving the challenge;
Innovator is responsible for obeying any local, national, and international laws in undertaking any activities related to solving the challenge;
Innovator is responsible for obtaining any insurance related to activities performed to solve the challenge;
Innovator is responsible for truthful representation of all activities undertaken to solve the challenge; Challenge Sponsor reserves the right, at any time, to verify such activities;
Innovator is responsible for maintaining accurate records and truthfulness of metrics, or impact related to activities undertaken to solve the challenge; Challenge Sponsor is not responsible for calculating results, but reserves the right, at any time, to verify such information;
Innovator is responsible for completing registration and submitting Submissions by the dates outlined in the Challenge Guidelines; Challenge Sponsor is not required to accept late registrations or late Submissions;
Challenge Sponsor is not liable for any activities undertaken to solve the challenge;
Challenge Sponsor has the right to disqualify an individual from the challenge at any time.
Representations and Warranties. Innovator represents and warrants that:
All information provided by Innovator regarding Innovator and, if applicable, its business ("Competitor Information") is true, accurate, current, and complete information and Innovator will maintain and update the Competitor Information to keep it true, accurate, current and complete.
If Innovator is an individual representing a business or other entity, Innovator is authorized to enter into this Agreement on behalf of that business or entity.
Unless otherwise disclosed in the Submission, Innovator is the owner of the Submission and the Submission does not infringe or violate any patent, copyright, trade secret, trademark or other third-party intellectual property right.
Innovator has the right to grant the license in the Submission as required by Section 2 of this CSA.
[Re]Verse Pitch Competition Prize Match Policy
The winner of the [Re]Verse Pitch Competition will be selected by a panel of judges who will rate each participant based on criteria established by the City of Austin. The [Re]Verse Pitch prize is funded by the City of Austin for the municipal purpose of achieving its economic development and Zero Waste Goals. This policy warrants certain controls on the release and use of these funds to ensure that the municipal value is of equal or greater value than the financial expenditure.
To be eligible for any prize funds, the [Re]Verse Pitch winner must register as a vendor with the City of Austin and submit an invoice on company letterhead to Austin Resource Recovery[i]. The City will start to process the check for the winner for $5,000 (50% of the total prize amount) after the winner registers as a vendor and submits a completed, signed Prize Winner Agreement. Any in-kind prizes will be available to the winner directly from the in-kind sponsor at this time as well after these requirements are met.
Different eligibility requirements apply for the matched funds for the Seed Stage and Growth Stage winners.
Matched Funds: Seed Stage Award
To receive the remaining $5,000 in matched funds, the Competition Seed Stage winner will have until August 15, 2020, to raise at least $5,000 for the idea that they pitched at the Competition.
Any amount less than $5,000 raised on or before the August 15, 2020 deadline will be matched dollar for dollar, but no funds raised after this date will be matched. Matched funds can be raised through any combination of bootstrapping (self-funded), private investment, a loan, a grant or via crowdfunding. The winner must notify Austin Circular Economy Program in writing showing proof that they raised the match requirement and are requesting the matched funding from the City of Austin on or before August 15, 2020, along with an invoice on company letterheadi.
Extensions may be granted on a case-by-case basis. Extensions must be requested in writing no later than July 30, 2020.
Additional eligibility guidelines for each fund-matching method will apply:
Bootstrapping (self-funded): The Competition winner(s) may contribute their own funds to qualify for the match. To be eligible, the winner must provide a signed letter self-certifying that he or she intends to use the contributed funds toward business expenses. In addition, the Competition winner will need to provide proof that the entire prize amount dispersed to the winner has been deposited into a separate business checking or savings account primarily associated with the business pitched at the competition. Bank statements and/or deposit slips will be required as part of that evidence. The funds must be deposited on or before August 15, 2020 to be eligible for the match. The original 50% of the prize cannot count toward the match and the winner must provide proof that they deposited the original 50% of the prize and their own funds equaling up to the remaining 50% to receive the matched funds.
Private investment: Private investment is also eligible for matched funding. The Competition winner must provide proof of the investment with an investor agreement signed by all parties involved and provide proof that the investment has been deposited into a separate business checking or savings account primarily associated with the business pitched at the competition. Bank statements and/or deposit slips will be required as part of that evidence. The funds must be deposited on or before August 15, 2020 to be eligible for the match.
Loan: To be eligible for the remaining 50% match, the Competition winner must show a letter of intent from the lending institution along with the lending institution’s contact information and/or proof that a deposit has been received by the lending institution and deposited into a separate business checking or savings account primarily associated with the business pitched at the competition. Bank statements and/or deposit slips will be required as part of that evidence. The funds must be deposited on or before August 15, 2020to be eligible for the match.
Grant: To be eligible for the remaining 50% match, the Competition winner must show written proof on or before August 15, 2020 from the grant maker that they have been selected to receive grant funding for activities related directly with the business pitched at the competition.
Crowdfunding: To be eligible for the remaining 50% match, the Competition winner may raise funds via crowdfunding. The crowdfunding campaign must end on or before August 15, 2020 and show the amount that has been raised. A link to the successful campaign, bank statements and/or deposit slips will be required as part of that evidence. The crowdfunding platform used to raise funds must be a third party organization with no business affiliation to the Competition winner.
Matched Funds: Growth Stage Award
To receive the remaining 50% of the prize amount, the Competition Growth Stage winner will have until August 15, 2020, to divert a set amount of the waste material pitched at the Competition.
The minimum diversion requirement for each of the material categories will be set at 2,000 pounds or the 3-month total of the material supplied, whichever is the lower of the two options. If the winner is able to divert at least the minimum amount by August 15, 2020 they will be eligible for the remaining 50% of the prize funds. If at least 50% of that amount is diverted by August 15, 2020, the winner will be eligible to receive $2,500. If less than 50% of the minimum amount is diverted before August 15, 2020 deadline, the winner is not eligible for any additional funding.
Extensions may be granted on a case-by-case basis. Extensions must be requested in writing no later than July 30, 2020.
The minimum diversion requirement for the material categories is below:
Particle Board Furniture
All-purpose PVC sandals
PVC/PET die-cute plastic sheets
If more than one material is used in the winning business idea, the material being diverted in higher quantities will be tracked for the purposes of meeting this requirement. The City of Austin reserves the right to modify the required diversion amount to better reflect a meaningful diversion target for the winner’s business idea on a case-by-case basis.
The winner must notify the Austin Circular Economy Program in writing showing proof that they met their diversion requirement and are requesting the additional funding from the City of Austin on or before August 15, 2020, along with an invoice on company letterheadi.
Required documentation to demonstrate proof of diversion must include:
Written receipts, invoices, or equivalent documentation demonstration the exchange of material between the winner and the material supplier
Confirmation by material supplier: A signed letter from the material supplier stating that the required amount of the material pitched by the supplier in the Competition was accepted by the winner
Affidavit: A signed, notarized affidavit certifying that the required amount was diverted to the end use pitched by the winner in the Competition
Photographs: Photographs of the material as it arrives at the winner’s location and after production into the final product
Random site visit: The City of Austin shall have the right to randomly inspect the winner’s location to verify that diversion of the waste material is occurring
For City of Austin Employees: City of Austin Employees may compete in the competition and are eligible for the prize. However, all activities and preparation related to the competition shall take place strictly on the employee's personal time. In addition, no City resources shall be used by an employee for the [Re]verse Pitch Competition, unless that resource is available to all competitors. City employees must also confirm with their supervisor that there would be no conflicts of interest for both secondary employment or doing business with the City should they win the prize and need to register as a vendor to receive the prize funds. Prior to the submission of the semi-finalist application, City employees must have their supervisors email us at email@example.com to confirm their approval for participation in this competition.