The Factory1 Kapsch TrafficCom Accelerator 2017 (hereinafter referred to as “Factory1” or “Program”) is an international acceleration program for global start-ups that have innovative ideas in the areas of Connected & Autonomous Driving, Big Data Analytics & Deep Learning, Smart Mobility, Security & Privacy, Infrastructure, Payment & Transaction Processes and related fields. Factory1 is organized by Kapsch TrafficCom AG, with its registered office Am Europlatz 2, 1120 Vienna, Austria, Company No. FN 223805 a (hereinafter referred to as the "Organizer").
Factory1 is accepting applications from early-stage entrepreneurs and start-ups. No equity in return for participation in Factory1 is required. These Terms and Conditions state the sole basis under which applications for "Factory1" will be accepted. No changes or additional terms and conditions apply to the application process unless agreed in advance by Organizer in writing, and Organizer hereby rejects any modifications to this General Application Agreement made by Participant.
Factory1 is accepting applications for innovations and new technologies with potential for developing new/joint business opportunities in the fields of:
1.1. The goal of the Factory1 is to identify innovative start-ups with new ideas, solutions and innovations with great business potential for collaboration with the Organizer. Each Selected Participant will enter into a written agreement with Organizer, detailing the terms of the potential collaboration.
1.2. There will be two major selection steps. The first selection step will be a selection of up to 15 finalists (the “Finalists”). These finalists will be eligible to participate in the Kick-Off Bootcamp. Out of the participants of the Kick-Off Bootcamp, Organizer will select up to 5 global start-ups (the “Selected Participants”) for Factory1. The selection of the Finalists and Selected Participants are based upon the criteria described generally herein (see Art. 5.1.).
1.3. Organizer has established a support fund of EUR 150,000 (Euro one hundred and fifty thousand) out of which fund it will provide specific support to the Selected Participants in developing their products and services. Each Selected Participant may receive financial support based on its necessary projected expenses in connection with the agreed collaboration with Kapsch, not to exceed EUR 50,000 (Euro fifty thousand). The financial support will be provided in the form of reimbursement of actual, reasonable expenditures submitted to and approved by Kapsch in advance. The amount of the support and other terms governing Factory 1 will be detailed and documented in a separate agreement with each Selected Participant.
1.4. Organizer covers the costs of and arranges booking for travel and accommodation (excluding daily costs like alimentation and local transportation) for Finalists and Selected Participants invited to Factory1 events under the conditions communicated upfront to such events.
2.1. Eligibility to participate in Factory1 is open to entrepreneurs/startups (in an early stage, already funded - pre-seed/seed funding, with first market traction) representing projects in mobility and related areas from any country ("Participants").
2.2. All Participants that are individuals, and all Participant organization representatives or agents participating in Factory1, must be above 18 years old.
2.3. Participants may submit Projects as a team. In such circumstance, the Participants shall establish and control any agreements to govern their business relationships. All team members must agree and accept this General Application Agreement individually.
3.1. The following are prohibited:
3.1.1. Participation by employees, representatives or agents of Organizer or its subsidiaries and affiliates.
3.1.2. Submission of Projects or information for the Factory1 that would potentially or actually conflict with any laws, regulations, or Organizer’s code of conduct and corporate policies.
3.2. Participant represents and warrants that it has no circumstance that may cause it to be or become disqualified per this section. Participant shall provide immediate notice during the course of its participation in Factory1 if this representation changes in any way.
4.1. Participant shall submit business idea(s) ("Projects") online.
4.2. in accordance with the process indicated at www.factory1.net. Organizer may request additional information once applications are submitted. Organizer shall select Participants based on its determination of which Projects are most likely to result in successful outcomes, in its sole discretion, which may be subjective. Organizer shall notify applicants in writing regarding any Project not accepted to participate in Factory1 within thirty (30) days after Organizer completes its selection process.
4.3. False, incomplete or misleading information in the application or in any information subsequently submitted to Organizer may lead to immediate disqualification and termination from Factory1 without further explanation. Organizer has no obligation to accept, or to continue to support once accepted, any Project, and on written notice may terminate the Project and its support at any time with no liability of any kind to Participant.
4.4. The working language for all documents and communication related to the Program is English.
4.5. Participant agrees and acknowledges that Organizer may distribute and disclose Projects and related information within Organizer’s internal business units and affiliates and its consultants.
4.6. The Participant represents and warrants that it owns and/or has and will maintain full legal rights in all data and intellectual property for the contemplated use of the Project and Project information submitted for Factory1. Participant further represents and warrants that the Project and related information does not infringe any third party intellectual property rights of any nature, including but not limited to patents, trademarks, trade secrets, and copyrights.
4.7. Participant agrees to indemnify and hold harmless the Organizer and/or its affiliates for all costs, legal fees and expenses incurred by Organizer as a result of any claim, allegation, lawsuit or complaint of any nature, including but not limited to those by third parties alleging infringement of any intellectual property rights, related in any way to the Project or related information submitted by Participant.
4.8. Participant acknowledges and agrees to accept, and Organizer hereby disclaims, full responsibility and liability for any claims, damages or losses relating directly or indirectly to the Projects or Participant’s participation in Factory1. In no event shall Organizer be liable to Participant for, and Participant fully releases and discharges Organizer from, any claims or demands with respect to lost business or profits, costs, damages or losses of any nature whatsoever, including direct, indirect, consequential, punitive, multiple or special damages in connection with participation in Factory1 no matter when or under what circumstances such damages arise.
4.9. Organizer reserves the right to terminate the program with a Participant at any time. The Participant hereby waives any and all claims against Organizer and any of its officers, employees or agents as a result of such termination.
4.10. Participant shall commit to active, good faith participation in all the scheduled Factory1 activities by at least one of its top management representatives, i.e., founding member or CEO/CTO.
5.1. Factory1 participation is based upon the unique business, cultural, technological and scientific character of the Participants and Projects, and therefore Kapsch assesses and evaluates Projects on their quality, content and innovativeness, and such evaluations are by their nature subjective and discretionary. Kapsch shall select Projects on that basis, and Participant is not obligated to accept any invitation from Kapsch. Participant is not required to make any purchase or use any products or services to be eligible.
5.2. Participants may not make any public statements in any medium regarding Factory1, and are not authorized to use Kapsch logos, trademarks or materials unless Kapsch has provided written permission in advance for such use or communication.
5.3. Participant hereby grants Organizer unrestricted, perpetual, royalty-free license to the use its trade or individual names and related logos or business marks, images, pictures, videos for purposes of promoting Factory1 and for any other commercial purpose.
5.4. Participant consents access and processing of its personal data by Organizer. The Organizer shall act as administrator of personal data provided by the Participant. Personal data shall be processed solely for the implementation of Program and in compliance with applicable law. Transmission of personal data is a condition of participation in the Program. Participant shall have the right to access its personal data and to provide any requested modifications or corrections related to the accuracy of the personal data.
5.5. Organizer reserves the right to make changes, amendments and clarifications to the General Application Agreement and Terms and Conditions at any time. All such changes will be communicated to the Participant at www.factory1.net or by other appropriate means.
5.6. Participant may be required to enter into additional agreements (e.g. Non-Disclosure Agreements) as a condition of continued participation in Factory1.
5.7. By submitting their Projects to the Organizer, Participant acknowledge and agree that its participation in Factory1 is governed by and construed in accordance with the Laws of the Republic of Austria, excluding its conflict of law provisions. Exclusive jurisdiction for resolution in any manner of any dispute arising hereunder shall be Vienna, Austria.
Organizer’s Marketing and Promotional Activities (“Promotional Activity or Activities”) are activities that market, promote, or provide education about Organizer or its products and/or services. Examples include, but are not limited to: internal presentations; case studies; sales and trade show presentations; speeches; still photography, movies, and videos; audio recordings; web content; advertising; annual reports; point-of-sale displays; and demonstration programs.
In consideration for the opportunity for my photograph, likeness or quotes to appear in certain creative works to be used within certain Promotional Activities of Organizer or its subsidiaries or contractors ("Organizer") both presently and in the future, I hereby agree to the following:
I give full consent and permission, irrevocably and in perpetuity, to Organizer to use my name, image, likeness, quotes or any portion thereof (collectively “MY IMAGE”) as they may appear in the materials created for the Promotional Activities, and to distribute or display in any and all manner and media throughout the world, including, but not limited to, print, photograph, film, video, television, CD-ROM, DVD, and on-line computer media, such as the Internet.
I warrant and represent that any statements made by me to Organizer under this Release are true, and portray my honest belief and understanding about Organizer and their products. I recognize that Organizer’s use of my name, image or statements may reflect on Organizer’s reputation and I am not aware of any facts that would cause any negative association. I understand that Organizer is not obligated to use nor provide compensation for any use of MY IMAGE. I further understand that Organizer does not acquire an ownership interest in my personal Information as a result of this Release, and agree that Organizer owns all copyrights to any photographs or video footage it takes, and to any of the derivative works Organizers create as a result of this release.
I also agree that Organizer, in using MY IMAGE, or any part thereof, shall have no obligation to identify me by name or otherwise and I hereby waive all rights and claims which I may otherwise have with respect to the manner in which MY IMAGE may be used by Organizer, including, but not limited to, publicity rights, privacy rights, rights regarding defamation of character, and all rights with respect to my approval of the materials which may be created by Organizer containing my image, regardless of whether, in my opinion MY IMAGE is blurred, distorted, or altered, whether intentionally or otherwise.
BY ENTERING FACTORY1 I CONFIRM THAT I HAVE READ THIS RELEASE, I FULLY UNDERSTAND ITS PROVISIONS AND THE RIGHTS THAT I AM GRANTING AND RELEASING PURSUANT THERETO, ANDI HAVE FULL POWER AND AUTHORITY TO ENTER INTO THIS RELEASE, PARTICIPATE IN THE PROGRAM, AND PROVIDE THE MATERIALS, INFORMATION AND COMMITTMENTS DESCRIBED HEREIN.