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Rules and Eligibility

Rules

REIGNITE ALABAMA COMPETITION RULES

I. General Information and Purpose
1.01 General Information. The Alabama Launchpad “Reignite Alabama” Response Competition (the “Competition”) is a program of the Economic Development Partnership of Alabama Foundation (the “EDPAF”). The Competition will begin on June 11, 2020, and applications will be due on July 16, 2020. The rules provided herein (the “Rules”) shall govern the Competition. However, EDPAF reserves the right to create and publish additional rules and guidance for the administration of the Competition. EDPAF has the sole power and discretion to interpret these (or any subsequent) Rules and to determine their application to a Participant, and decisions of EDPAF may not be appealed. EDPAF may require Participants in the Competition to sign documents not referenced in the Rules. At any time during the Competition EDPAF may amend or supplement the Rules for the efficient management of the Competition.

1.02 Purpose. The purpose of the Competition is to promote and reward innovative business ventures that propose viable solutions to Alabama’s most pressing challenges posed by COVID-19. EDPAF has identified four challenges faced by Alabama’s key sectors and industries (the “Challenges”). Through the administration of the Competition, EDPAF seeks to encourage solutions to the Challenges. The Challenges are:

  1. Sector I: Commercial, retail, live events: How do we use innovation to enjoy our lifestyles again?
  2. Sector II: How do we make our healthcare centers in both rural/urban centers and workforce more resilient and adaptable?
  3. Sector III: How do we use this opportunity to reinvent education?
  4. Sector IV: How do we optimize Alabama’s industrial sectors for efficiency – and safety?

II. Eligibility

2.01 General. Individuals and entities who participate in the Competition (“Participants”), must agree to, and comply with, the Rules. Any Participant which does not agree to or abide by the Rules shall be disqualified from the Competition.

2.02 Teams. Each Participant in the Competition shall be a member of a group of one or more Participants who collectively represent a business entity or unincorporated proprietorship (a “Team”). In the course of the Competition, each Team shall represent the business venture which is the subject of its application. Each Team member shall be considered an agent of his or her Team. Team members must be founders, executives, officers, or employees of the business entity or proprietorship which their Team represents. There is no restriction on the total size of each Team. No Participant may be a member of more than one team per Competition. Only Participants with business operations headquartered in Alabama prior to the start of the Competition will be eligible to compete in the Competition. All Team members are expected to be active participants throughout all phases of the Competition. Members may not be added to a Team after the Participant’s application has been accepted.

2.03 Application and Application Fee. Each Participant must apply for the Competition and pay a $150.00 application fee prior to participating in the Competition. The application fee must be paid at the time of submission. Application fees will be processed through PayPal.

2.04 Eligible Ventures. A Team is eligible only if the following two requirements are met:

  1. The Team has not raised more than $1 million in equity capital relating to the idea which will be the subject of its application; and
  2. The Team has received no more than $2 million in revenue relating to the idea which will be the subject of its application.

Grant funding (such as SBIR and STTR funding) is not included as equity or revenue.

2.05 Generally Excluded Ventures. A Participant whose business venture is primarily conducted as any of the following shall be ineligible to participate in the Competition:

  1. A buy-out,
  2. A real estate syndication,
  3. A tax shelter,
  4. A franchisee, or
  5. A licensing agreement.

EDPAF shall have the sole discretion in determining whether a Participant’s business venture is primarily conducted as one of the items listed above.

2.06 Quality Standards. Submitted applications must adhere to the Competition’s quality standards in order to be evaluated by the Judging Panel. Any application that does not comply with all of the Competition’s quality standards will be rejected and will not be submitted to the Judging Panel. The Competition’s quality standards are:

  1. Applications must be submitted before any deadlines.
  2. Videos submitted in the application cannot be longer than 3 minutes in total duration.
  3. Videos submitted in an application must not be listed as “Private” on the platform selected by each Participant (YouTube or Vimeo). Videos marked as “Unlisted” are permitted.
  4. Each Participant’s application must disclose all external sources of funding that have been received by the Participant in the course of its business venture, and the amount of funding that each source provided to the Participant. This information must be organized in a capitalization table.
  5. Each Participant’s application must include a business plan, which cannot exceed 2,000 words.
  6. Business plan support documents must contain requested content and must not be more than 3 pages.
  7. Application fees must be paid by the application deadline.

2.07 Intellectual Property. In order to enter the Competition, Participants must make the following representations and warranties to EDPAF:

  1. That the ideas and concepts outlined in the Participant’s submissions, and all submissions entered on behalf of the Participant’s Team, including any intellectual property (“IP”) contained therein, are owned by the Participant or its Team, except as provided by these Rules;
  2. That the Participant or its Team has all right, title, and/or interest in its submissions, including any IP contained therein, except as provided by these rules;
  3. That the information in all of the Participant’s submissions is accurate and complete;
  4. That there are no legal impediments to launching the business or product which is the subject of the materials submitted to EDPAF by the Participant’s Team; and
  5. That the Participant and its Team are not and will not be violating any contract or third-party rights, including any:
    1. Patent right,
    2. Copyright,
    3. Trade secret,
    4. Propriety or confidential information,
    5. Trademark,
    6. Publicity right, or
    7. Privacy right.

If a Participant fails to make the representations and warranties in this Section, or makes such representation or warranty falsely, then both the Participant and the Participant’s Team shall not be eligible to participate in the Competition.

2.08 University-Owned IP. It is recognized that if a Participant’s IP is owned by a university, it is likely that a license for that IP may not have been finalized at the time of the Competition. If the Participant’s IP is owned by a university, a license to the IP is not required to compete, but the Participant must:

  1. Provide evidence that the Participant has sought an option to obtain an exclusive license to any IP contained in its submissions to EDPAF, along with making a representation that the university has not rejected the licensing request;
  2. Provide evidence that the Participant will have the ability to obtain an exclusive license to the IP in the future; or
  3. Provide evidence that the university is aware of the Participant’s use of the IP in the competition, and that the university has no objection to such use.

2.09 Truthfulness. Any Participant which makes a misrepresentation to EDPAF, through its application materials or otherwise, will be disqualified from the Competition. In such a case the Participant’s Team shall also be disqualified from the Competition. Any monetary prize awarded to the Participant shall be forfeited and subject to the repayment provisions of Section 4.05.

III. Competition Rules and Process

3.01 Competition Process and Details. EDPAF will publish a detailed statement describing the Challenges. The objective of the Competition is to present the judging panel with a viable solution to one of the Challenges that can be effectuated through a private business venture. A panel of judges (the “Judging Panel”) will evaluate Participants and will select Participants to be eliminated from the Competition. The Judging Panel shall select Participants as winners and award monetary prizes to winning Participants. When determining whether to eliminate a Participant, the Judging Panel will employ:

  1. the Evaluation Criteria in Section 3.05, and
  2. the Judging Panel’s sound discretion as to the overall quality of a given Participants’ submission, and the likely commercial viability of a given Participants’ venture.

3.02 Means of Communication. Submissions shall generally be made to EDPAF through electronic transmissions, in the manner specified by EDPAF. In the course of the Competition EDPAF will specify the web domain or other means through which submissions shall be made. Any Participant which, without explicit permission from EDPAF or the Judging Panel, initiates or attempts to engage in in-person contact with any member of the Judging Panel shall be immediately disqualified from the Competition.

3.03 Schedule and Deadlines. The Competition will follow a posted schedule. All posted deadlines will be strictly enforced. Participants which make late submissions will be disqualified from the Competition.

3.04 Judging Panel. The Judging Panel consists of multiple individuals representing the investment/angel, entrepreneurship, healthcare, education, philanthropic, and corporate communities. The same Judging Panel will review all phases of the Competition. During any phase of the Competition, the Judging Panel may solicit additional information from Participants prior to making a decision. The Judging Panel may be divided into groups which will judge submissions which pertain specifically to one of the Challenges.

3.05 Evaluation Criteria. Participants which are eligible to receive funding will be evaluated according to a set of evaluation criteria (“Criteria”). The Judging Panel will evaluate each Participant with respect to each Criteria. The Judging Panel will use its discretion in deciding how to weigh each Criteria when evaluating Participants. The Criteria are:

  1. Whether the Participant’s application demonstrates how its business venture will directly assist in solving one of the Challenges.
  2. Whether the Participant’s business venture will provide a more substantial impact on one of the Challenges than another Participant’s ventures would.
  3. Whether the Participant’s application is clear, logical, and understandable from a lay person’s perspective.
  4. Whether the Participant has the ability to create a sustainable, scalable business venture. This will involve the following determinations:
    1. Whether the Participant understands its total addressable market, and the portion of the market they can serve and obtain.
    2. Whether the Participant has demonstrated a clear understanding of its core customer, and whether the customer segment’s need is well-defined.
    3. Whether the Participant’s business venture addresses its customers’ needs clearly, and whether the Participant’s value proposition to customers is clear and appealing.
    4. Whether the Participant’s strategy for building relationships with customers is clear, and whether the Participant’s strategy for interacting with customers is realistic.
    5. Whether the Participant has a clear strategy for how to get its business venture off the ground, and whether the Participant has a clear sense of the key details necessary to bring its business venture to market (e.g., capital requirements, risks, customer service requirements).
    6. Whether the Participant has a clear, logical strategy to achieve revenue, and whether the revenue streams outlined by the Participant suggest the Participant’s business venture can be sustainable.
    7. Whether the Participant involved is the right one for the business presented, and whether the Participant has a clear sense of the resources required to succeed (e.g., capital, intellectual property).
    8. Whether the Participant clearly understands what partnerships are critical to its business venture and will suit its needs.
    9. Whether the Participant has a clear sense of the costs of its business venture (e.g., unit cost, customer acquisition costs, etc.), and whether the Participant has an understanding of the risks its business venture faces.
    10. Whether the Participant has a clear sense of the Competition, and a solution superior and defendable to that of its competitors.

3.06 Winning and Awards of Funding. The Judging Panel will award funding by evaluating Participants according to the Criteria, and by applying its sound discretion. Several Participants may receive funding. The Judging Panel is not required to award funding to Participants in equal amounts. Only those Participants which are awarded funding by the Judging Panel may receive funding. No Participant is entitled to funding until it is received.

IV. Permissible Uses of Awards and Revocation of Funding

4.01 General. Prior to the receipt of any cash prize, Participants must complete and submit all documentation requested by EDPAF. EDPAF may revoke prize money for non-compliance with any of the Rules.

4.02 Intellectual Property. Prior to the receipt of any cash prize, Participants must provide documentation to EDPAF which verifies that the Participant has the legal right to use any and all IP referenced the Participant’s business plan.

4.03 Incorporation. If a Participant’s business venture is incorporated or otherwise organized as an entity, then the Participant must provide all appropriate documentation, including, but not limited to, its articles of incorporation and IRS information (“EIN”), prior to receiving a cash prize from EDPAF. If a Team is not organized as an entity, it must provide an EIN or Social Security Number for the person to whom a cash prize is to be paid within 30 days following the end of the Competition. A Participant’s business venture may be organized as an entity under the laws of any state.

4.04 Payment and Use of Prize Money. The following conditions apply to the payment and use of prize money:

  1. None of the prize money awarded to a Participant may be used for the repayment of personal investment in a Participant’s business venture or of other debt. All prize money must be used in furtherance of the business venture which is the subject of the recipient’s application.
  2. Cash prizes will be distributed as reimbursement grants.
  3. Prior to accepting prize money, Participants are highly encouraged to consult with a tax advisor to understand any relevant tax implications. EDPAF does not provide any tax advice to Participants that receive cash prizes.

4.05 Forfeiture and Repayment of Prize Money. If a Participant which has received a monetary prize makes any material misrepresentation to EDPAF, is unable to satisfy the requirements of the Rules, or is unable to satisfactorily complete any agreed upon project milestones, then that Participant will be disqualified and required to repay any monetary prize that it has received from EDPAF plus annual interest as described in the funding agreement. If a Participant moves its headquarters or a majority of its business operations (including a majority of senior management) outside the State of Alabama within 5 years of receiving any monetary prize from EDPAF, then the persons or entity who received such prize or funding must repay EDPAF the prize money plus annual interest as described in the funding agreement. EDPAF has the sole discretion in determining whether a Participant has moved a majority of its business operations outside of Alabama.

4.06 IP Protection. EDPAF intends to connect Competition winners with industry leaders in order to help commercialize winning submissions. It is the responsibility of winning Participants alone to ensure that their IP is protected during such interactions. EDPAF will not take responsibility for the misappropriation of a Participant’s IP by a third party. EDPAF fully encourages winning Participants to engage legal counsel to ensure the safety of their IP.

V. Miscellaneous

5.01 Waivers and Releases. Participants agree to waive all claims against EDPAF, and all judges, reviewers, mentors, and other sponsors in the Competition for any actions that occur as part of, arise out of, or are in any way related to participation in the Competition. Participants understand that no confidentiality of any information is provided and that the protection of highly confidential trade secret information and other IP is the responsibility of the Participants. EDPAF will not require Competition judges, mentors, or reviewers to sign nondisclosure documents. All Participants are urged to seek professional guidance on the type of information that should be included in their Competition submissions. EDPAF and its officers assume no liability for the release of confidential information by the competitors, judges, mentors, or reviewers.

5.02 Submissions. All submitted materials will become the property of EDPAF and will not be returned. Participants are strongly advised to keep their own copies of all submitted materials. Participants grant EDPAF the right to make photographs, audio recordings, and/or video recordings of all program events or meetings, and further grant EDPAF the unlimited right to publish, without compensation, Participants’ and Teams’ names, submitted materials, photographs, audio recordings, and video recordings for educational, promotional, public relations, and advertising purposes.

5.03 Discretion. All decisions made by the judges of the Competition are final. EDPAF, at its discretion and without prior notice to the Participants, reserves the unrestricted right to interpret these rules, and to alter, amend, or change Competition rules, conditions, or awards.

5.04 Export Controls. Participants shall comply with all applicable laws, executive orders, regulations (including without limitation U.S. and European Union export administration regulations), ordinances, rules, proclamations, demands and requisitions of national governments or of any state, local or other governmental authority. In addition, Participants acknowledge that submissions to EDPAF may be subject to the export control laws and regulations of the United States, and Participants agree to abide by those laws and regulations. Participants agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control, and the International Traffic in Arms Regulations maintained by the Department of State. Specifically, by participating in the Competition, all Participants covenant that they shall not, directly or indirectly, sell, export, re-export, transfer, divert, or otherwise dispose of any information (including products derived from or based on such Information) to any destination, entity, or person prohibited by the laws or regulations of the United States, without obtaining prior authorization from the competent government authorities as required by those laws and regulations. If a Participant has a reasonable basis to believe that the materials it will submit to EDPAF may be subject to any of the export controls laws described in this paragraph (5.04), then the Participant must notify EDPAF of that fact at the time his or her Team submits its application. By entering the Competition Participants agree to indemnify EDPAF, to the fullest extent permitted by law, from and against any fines or penalties that may arise as a result of the breach of this paragraph (5.04).