VENTUREBLICK HEALTHCARE STARTUP SEARCH (the “Challenge”)

CHALLENGE RULES (the “Rules”)

This Challenge is sponsored by VentureBlick, 36 Robinson Road, #02-01 Singapore 068877 (the “Sponsor”).

The aim of these Rules is to set out the terms and conditions governing your participation in the Challenge. By participating in this Challenge, you fully and unconditionally agree to comply with these Rules.  If you do not agree with any of these Rules, do not register for this Challenge and do not submit an entry.

1.      TERM

This Application phase within the Challenge begins on November 11, 2022 at 9:00am SGT and ends on January 27, 2023 at 11:59pm SGT. The Challenge will be accessible 24 hours a day on the dedicated Challenge website operated by Agorize at www.agorize.com/healthcare-startup-search (“the Challenge website”), subject to possible IT maintenance operations. Dates and times in these Rules refer to Singapore Time (SGT/GMT+8)

2.     AGREEING TO THE RULES

Any eligible person who is registered on the Challenge website and enrolls to participate in the Challenge (“Participant” or “You”), is required to review and accept these Rules. By entering your personal information required for the registration of the Challenge, and by confirming the entry via the ‘send’ key, accessing and accepting these Rules, You enter into a valid and enforceable contractual relationship with the Sponsor regarding participation in the Challenge. You acknowledge that the registration for and enrolment into the Challenge does not create any other relationship between the Sponsor and the Participant.

In case of or non-respect or breach of any of these Rules, the Participant will be immediately disqualified from the Challenge and no prize will be awarded to such disqualified Participant.

3.     REGISTRATION AND PARTICIPATION IN THE CHALLENGE

To take part in the Challenge, successful and valid registration is required by January 27, 2022, 11:59pm SGT. To register, the Participant must first have created a user account on the Challenge website, and must have truthfully and accurately completed the required information, such as full name, email address, etc.

Multiple accounts, registration under a false name, a pseudonym, via multiple email addresses or under different names are forbidden and will result in deletion of all accounts. Any registration based on inaccurate, false or incomplete information will also result in the Participant’s disqualification. Refusing collection, recording and use of their personal data that is strictly necessary to performing the Challenge will result in the Participant’s disqualification. The Participant is solely responsible for the information he/she provides when registering. Any intentional or unintentional mistake, anomaly or inconsistency, regarding this information, may result in the Participant’s disqualification. The Sponsor reserves the right to proceed with all necessary verifications regarding the Participant’s identity, postal and/or email address.

Deletion of a Participant’s user account on the Challenge website will be deemed as a withdrawal from the Challenge. In this case, the Participant, regardless of whether the deletion results from the Participant’s personal action or not, will not participate in the Challenge, and will not obtain any form of award.

With the creation of the user account and registration, the Participant confirms that s/he has read, understood and accepts the Rules as well as the Terms and Conditions of Use and the Privacy Policy.

Registration for and participation in the Challenge is free.

4.     ELIGIBILITY

This Challenge is open and offered solely to Startups. A business entity, regardless of its business area. Startups may be required, in Sponsor’s sole discretion, to provide proof of company registration by submitting a registration certificate issued within the last three (3) months, or ongoing company registration, or any trade registry and proof ensuring the registration of the entity in the relevant country.

All the documents that may confirm the Participant’s eligibility may be required prior to awarding any prizes (e.g. identity document, registration certificate, etc.).

This Challenge is not open to employees and representatives of the Sponsor and Agorize and the members of their families.

This Challenge is void in countries where it is prohibited or restricted by law.

5.     PURPOSE OF THE CHALLENGE AND PARTICIPATION

Participation in the Challenge must be a Startup.

Startup Participants enter the Contest on behalf of their legal business organizations. During the registration process, Startup Participant must designate one individual who is part of the company for contact purposes with the Sponsor. This person will be responsible for registering the Startup at the Challenge and participate in the Challenge on behalf of the Startup. As a Startup participating in this Challenge, you represent and warrant to the Sponsor that such person (i) is an authorized representative of Startup and is participating in the Challenge on behalf of such company, and (ii) has obtained all necessary approvals to enter the Challenge, including all persons qualified to grant any intellectual property rights to Sponsor.

The goal of the Challenge is for Participants to submit contributions (or projects) meeting the requirements determined by the Sponsor in the Challenge brief, and that are formalized by deliverables. The brief includes information regarding various deadlines, details of the prizes, Sponsor requirements etc. (the “Brief”). The Brief is accessible through the Challenge website.

6.     DELIVERABLES

During the Challenge, Participants may upload any documents or other materials (such as texts, presentations, videos, etc.) relating to their project to the Challenge website in response to the Sponsor’s Challenge (the “Deliverable”).

To be eligible, Deliverables must (i) address the specific issue set out in the Brief, (ii) be in a common digital format, such as, DOC, DOCX, PDF, PPT, PPTX, KEY, ODT, MP3, MPEG, MOV, MP4, and (iii) be in English, Korean, or Chinese and in general terms must comply with these Rules.

If a Deliverable cannot be downloaded, is not in the right format or is incompatible, illegible, or unintelligible, the Deliverable will be disqualified.

By submitting a Deliverable, the following must be complied with:

• The Deliverable includes exclusive contributions from a Startup.
• Otherwise, if content from a third party has been used in the development of the Deliverable, all rights, authorizations and agreements necessary to submit the Deliverable and grant the rights mentioned herein have been obtained from such third party. The existence of uncredited third-party contributions in the Deliverable will result in the disqualification of the Deliverable and the related Participants;
• No other individual and/or entity is entitled to claim any rights from the use of the Deliverable; and
• The content of the Deliverable does not and will not infringe or violate any rights of any third party or entity, including, without limitation, intellectual property rights, privacy, competition law, confidentiality, or any contractual or extracontractual right. All deliverables suspected of any law(s) and/or any third party’s right will be ineligible to participate.

Participants are responsible for and shall bear any costs or expenses associated with preparing and submitting Deliverables. Participants assume all risk for damaged, lost, late, incomplete, invalid, incorrect or misdirected Deliverables.

7.     CHALLENGE PROCESS

Challenge Rounds. The Challenge consists of several rounds:

• Round One (Screening). Deliverables will be accepted from 11 November 2022, 9:00am SGT to 27 January 2023, 11:59pm SGT. At the end of this Round, shortlisted participants will be pre-selected to proceed to Round Two.
• Round Two (Due Diligence). Shortlisted participants may be contacted by Sponsor for pitch round. Participants must send supporting documentations as required by the Sponsors for due diligence purposes. At the end of this Round, shortlisted participants will be selected to proceed to the Final Round.
• Final Round (Fundraising campaign). The Final Round consists of shortlisted Participants being listed on ventureblick.com for the fundraising campaign. Participants will be required to work with the Sponsor to prepare a Deliverable for this Final Round. The first 10 participants shortlisted will receive a marketing pack worth US$10,000.

Deliverable. If a Participant does not upload a Deliverable on the Challenge website before the deadline, this will be considered as a withdrawal from the Challenge. The Participant may not join the Challenge, and may not obtain any compensation from the Sponsor.

Selection Criteria. Deliverables will be judged according to the Selection Criteria, described below. You agree and acknowledge that the Challenge relies on your creativity, capacity, ability, and ingenuity to solve difficult problems. The Challenge does not depend, even partially, on chance or luck, and therefore should not be considered as a lottery. Under no circumstances are factors such as appearance, religion, membership in a trade union, political opinions or sexual orientation considered.

Notification to Participants. Once selection has been completed, Participants will be notified by email, phone, or by other means of the results. The Sponsor will be free to alter the dates on which results are released should this become necessary due to the number of projects to be assessed. 

A.    Round One - Screening

All Round One Deliverables must be submitted before 27 January 2023, 11:59pm SGT. Deliverables must meet the specifications set out in Section 6, above, and include:

• An introduction of the Participant based on the questionnaire to be filled in in their participation area, accessible through their user account
• A business proposal or pitch deck in PDF format (mandatory)
• Link to video on Youtube, Vimeo, or other video streaming platforms

Selection phase following Round One will proceed as follows:

The voters (Sponsor members and VB Advisory Board) (the “Voters”) may evaluate and select the Deliverables based on their content and the following criteria:

• [Clinical] Does the product addresses an unmet medical need/or deliver significantly differentiated clinical outcomes? Is there sufficient clinical background and/or preliminary data to de-risk further development of the product? What is the likelihood of clinical adoption (for e.g., demonstrated use-cases at reference sites, positive feedback from clinicians)
• [Technical] Is the technology roadmap well defined? Are the scope of developmental work/technology milestones sound and feasible? Are there sufficient resources to carry out the plan? (e.g., access to facilities, equipment, materials, patient samples etc.) Strength of IP strategy and freedom to exploit any proprietary knowledge or IP developed? 
• [Commercial] Does product has strong potential for commercialization (e.g., can gain acceptability from all stakeholders – from doctors and patients to regulators and insurers). If applicable (for companies in POV stage), is the market access strategy including regulatory and reimbursement pathways well defined? Is there a differentiated business model/product/technology? Is there potential to scale at either competitive pricing, or lead to the development of high value niche product/services?
• [Team] Does the startup founding team have the experience and/or the skillset for what they’re trying to create?

Shortlisted participants that meet the criteria will be selected to proceed to the Round Two.

B.     Round Two - Due Diligence

Participants who have been selected to participate in the second Round will be directly notified by email to the address provided during registration. Participants must send supporting documentations required for due diligence. At the end of this Round, shortlisted participants will be selected to proceed to the Final Round.

C.    Final Round – Fundraising campaign

The Sponsor will notify shortlisted startups and work with them to prepare to be listed on www.ventureblick.com.  The first 10 shortlisted startups will receive a USD$10,000 Marketing Pack each. In the event a Participant does not confirm his/her interest in the final Round, the Sponsor reserves the right, at its sole discretion, to disqualify this Participant. This disqualification shall not entitle the Participant to claim any kind of compensation from the Sponsor.

The Final Round consists of shortlisted Participants being listed on www.ventureblick.com for medical investors to review, rate, and fund. Once a minimum threshold (20% of total funds required or 10 medical investors) is achieved from medical investors, it will be open to general accredited investors to invest. If the participant does not achieve a minimum threshold of the target funding within 2 months, it will be delisted from the platform.

For participants that achieve their target funding, the Sponsor will pool all the investments into a special purpose vehicle (SPV) and manage it on behalf of the investors. Once the fundraising campaign has concluded, the Sponsor will charge a 10% success fee of the total funds raise. The funds will be wired from the SPV to the startup.

8.     PRIZES

The prizes are awarded to the winners of the Challenge and are subject to compliance with the following cumulative conditions:

• The Deliverables comply with Section 6 (“Deliverables”);
• Each Participant of a winning project complies with Sections 9 and 11;
• It can be proven that the winning Participants fulfil the conditions of eligibility of Section

No prize will be awarded to winners who do not fulfill the above conditions.

Subject to these Terms and Conditions, once confirmed by Sponsor, the winner(s) will receive the funding entitled to it by the Sponsor at its sole discretion.

No assignment or transfer of prizes is allowed by a winner. If a potential winner cannot be reached, is unable to accept the funding or any portion of the funding for any reason, Sponsor shall have no further obligation to such potential winner. Sponsor will not replace any funding after being awarded to winners. Winners will accept the funding “as it is”. Sponsor disclaims any warranty regarding the funding amount.

In the event a Participant (a winner) cannot be reached, by email or by phone, for more than three (3) weeks after the first attempt to reach them was made, he/she will be deemed as having waived their right to receive the funding and will not be entitled to any other funding or any kind of compensation.

Any Participant who does not fulfil the conditions of Participation as provided in the Rules during their registration and/or at any time during the Challenge will be summarily disqualified from the Challenge without prior notice and will not be entitled to any funding. In the event that funding is awarded to a Participant who does not meet the conditions of Participation when registering or throughout the duration of the Challenge, Sponsor reserves the right to require the Participant to return the funded amount.

9.     COMMUNICATION

The Participant acknowledges and consents that Sponsor may, throughout all countries and for the duration of the Challenge and for a period of five (5) years following the Final Round use the Challenge for publicity, including for Sponsor’s advertising or other marketing purposes, (by any means and through any format (website, advertising banners, social networks, newsletter, press release) now known or unknown to date, free of charge.

In particular, you consent to the use, by the Sponsor, of your name and surname, your legal Startup name and the country of its registration, the logo, your imagine the information regarding the funding (if you are a winner), the name of your company and its distinctive signs and any other personal data that you submit with your Deliverables as well as the content of your Deliverables relating to the Challenge.

As an example, each Participant authorizes the Sponsor to use the photographs taken during the Challenge to disseminate them via any communication medium.

Such use does not entitle the winner to any other payment than the eligible funding amount he/she received. The Sponsor agrees to cease use of the aforementioned elements in connection with the Participant at the end of the aforementioned period.

10.   CONFIDENTIALITY

The Sponsor has no obligation to keep the information contained in the Deliverables confidential. In general terms, when submitting any Deliverables, the Participants understand, agree and accept that any information contained therein may be publicly disclosed by the Sponsor. Such information contained in the Deliverables may be shared with other key partners working in the Challenge with the Sponsor.

If you are a finalist entitled for funding, the Sponsor may request that you execute a confidentiality/non-disclosure agreement for the purpose of entering into negotiations regarding the further development of your project, as described in your Deliverable.  Such confidentiality/non-disclosure agreement will be directed to your Deliverable and all intellectual property that it may contain.

Furthermore, Participants acknowledge that the Sponsor may currently or in the future be developing information internally, or receiving information from other parties, that is similar to the information contained in any of the projects. Accordingly, nothing herein shall prohibit the Sponsor from independently acquiring, developing, or having developed for it, products, concepts, systems, services, or techniques that are similar to or compete with the products, concepts, systems or techniques contemplated by or embodied in any Deliverable.

The Participants recognize that other Participants, individuals or entities may have provided to the Sponsor or others, or made public, or may in the future submit, or make public, content that is the same or similar to any piece of information contained in any of the projects. Hence, the Participants acknowledge, agree and accept that the Sponsor shall have the right to use such same or similar materials, and that the Participants will not be entitled to any compensation arising from the Sponsor’s use of such materials.

11.    INTELLECTUAL PROPERTY

Definitions. For the purposes of this section,

• "Intellectual Property Rights" refer to any copyright or other rights over a brand, a design or a model, a patent and, more generally, any element, (including trade secrets and knowhow), that may be protected by national and/or international laws or conventions on intellectual property (“Intellectual Property Rights”)
• “Previous Rights” refer to any Intellectual Property Rights and/or any associated know-how held by the Participants before the start date of the Challenge (“Previous Rights”)
• “Creations” refer to any software (including source and object code software), database, technical specifications, text, design, model, information, knowledge, method, process or product, as well as any resulting elements and/or processes likely or otherwise to be protected according to national and/or international laws or conventions on intellectual property developed by any Participant as a part of any submitted deliverable throughout the Challenge (“Creations”).

Warranty of non-infringement. When submitting any Deliverable, at any stage of the Challenge, each Participant guarantees to Sponsor that he/she is the co/owner and/or co/holder of the Intellectual Property Rights regarding all or part of the Creations  contained in the Deliverables submitted at any stage of the Challenge, and that he/she has obtained all rights and permissions regarding all pre-existing Creations and any elements of the Deliverables for which he/she does not hold the relevant rights.

Each Participant warrants (i) that his/her contribution is original and unprecedented; (ii) that it does not infringe upon any Intellectual Property Rights of any third party; (iii) that all the elements of which his/her submissions are formed, as well as all pieces of contributions and information communicated in the submission presentation documents are accurate, reliable and complete; and (iv) that the submission of the relevant Deliverables do not constitute an act of unfair competition of any kind.

It is compulsory for Participants to indicate the source of any pre-existing Creations of whichever nature and on whichever support that are included in any submitted deliverable. Any Deliverable involving several Participants constitutes a collaborative work and it should be treated as such in accordance with the applicable regulation in force.

Liability. Sponsor cannot be held liable for any infringement of the above provisions by Participants. Each Participant shall indemnify the Sponsor against any loss, damages, action, claim, opposition and demand from any third party in connection with any Intellectual Property Rights/ Creation in the Deliverables.

By submitting a Deliverable and participating in this Challenge, you are not granting the Sponsor any rights to any intellectual property supporting all or part of the Deliverable and the Sponsor makes no claim to ownership of your Deliverable or any intellectual property that it may contain.

12.   MODIFICATION OF RULES, SUSPENSION AND CANCELLATION OF THE CHALLENGE

Update of the Rules. The Sponsor reserves the right to amend these Rules at any time, including the Challenge duration in case of operational imperatives, without prior notice to Participants regarding the enforcement or the validity of these amendments.  Participants are encouraged to consult these Rules regularly. Participants expressly waive all claims or disputes related to any amendment to these Rules by the Sponsor.

Should any paragraph of these Rules be declared or judged illegal, unenforceable or void by a court decision, the paragraph in question will be considered null and void, but all other unaffected paragraphs will be enforced within the limits of the law.

Challenge Cancellation or Suspension. The Sponsor reserves the right in its discretion, to (i) cancel, terminate, modify or suspend the Challenge and these Rules, for any reason, at any time and without any liability, and (ii) to limit or restrict participation in the Challenge. The Sponsor will not be held liable for the modification, cancellation or suspension of the Challenge and no compensation or remuneration will be due to the Participants.

13.   LIMITATION OF LIABILITY

The Sponsor will in no way be held liable in the event of breakdown or failure, regardless of the cause, of any telecommunications network used that causes Participants difficulty in or prevents Participants from identifying themselves on or gaining access to the Challenge website.

Participants agree that the Sponsor, its affiliates and all of their respective officers, directors, employees, contractors, representatives and agents (“released parties”) will have no liability whatsoever for, and will be released and held harmless by participants for any claims, liabilities, or causes of action of any kind or nature for any injury, loss or damages of any kind including direct, indirect, incidental, consequential or punitive damages to persons, including without limitation disability or death.  Without limiting the foregoing, everything on the Challenge website and in connection with the Challenge is provided “as is” without warranty of any kind, either express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.  Some jurisdictions may not allow the limitations or exclusion of liability for incidental or consequential damages or exclusion of implied warranties, in which case such limitation or exclusion shall apply only to the extent permitted by the law in the relevant jurisdiction.

Participation in the Challenge implies acknowledgement and acceptance of the characteristics, limits and risks of the internet and related technologies, particularly with regards to performance, response time, security of software and computer equipment against various potential attacks, such as viruses, logic bombs or Trojans, and loss or misuse of data. As a result, the Sponsor will not be held liable in any way for any damage incurred by Participants arising from these characteristics, limits and risks, which Participants accept by registering and taking part in the Challenge.

The Sponsor will not in any case be held liable for damages resulting from faults with or delays in the submission of deliverables by Participants, including refusal to accept these deliverables as a consequence of their submission outside the deadlines set out in the Rules, from faults with or delays to the sending of any emails by the Participant sent as part of the Challenge, or from any alterations made to the deliverables independently of the Sponsor.

The Sponsor will not be held liable for the consequences of a Participant’s disqualification from the Challenge as a result of their violation of these Rules.

14.   PERSONAL DATA PROTECTION

Participation in the Challenge requires the communication of the Participant's personal data ("Personal Data").

Participant’s personal data is subject to processing within the meaning of the regulations on the protection of personal data (The Personal Data Protection Act, known as the PDPA) for which the Sponsor defines the purposes and means and is, as such, “Data controller” within the meaning of the PDPA.

The purposes of the processing are:

• To meet the needs of organizing the Challenge;
• To organize the intermediation between the Participant and the Sponsor, to ensure identification, communication and preservation of the exchanges with the Participant
• In accordance with the provisions of the PDPA, the Sponsor undertakes to implement organizational and technical security measures in order to protect all Personal Data of Participants.

15.   CLAIMS

Any questions or claims by the Participant arising from the Challenge, should be addressed no later than thirty (30) days following the Challenge end date to hello@ventureblick.com. All claims must include: (i) the Participant’s complete contact details (name, address, email address and phone); (ii) the name of the Challenge; and (iii) a clear and detailed explanation for the claim.

16.   MEDIA USAGE

By entering this Challenge, Participants consent to the use of their personal data by the Sponsor for the purposes of administering and conducting the Challenge and any post-Challenge activities and/or publicity. Participants agree to take part in any publicity relating to the Challenge as well as to the use of their names and photographs in such publicity.

Participants acknowledge and agree to participate and cooperate in all media and promotional activities relating to the Challenge, including but not limited to being interviewed, photographed and videoed at any time during the Challenge. Participants grant the Sponsor royalty free/ without fee, world-wide, perpetual, irrevocable and non-exclusive license to use, reproduce, display and/or create derivative works of such footages and photographs in all media worldwide, including virtual social media and networking websites without compensation (unless prohibited by law) and without prior inspection or approval. Participants agree to execute additional specific consents to such use if asked to do so.

17.   LIABILITY

Whilst reasonable precaution will be taken by the Sponsor to ensure safety of all the Participants, each Participant acknowledges and agrees that his or her participation in the Competition is at his or her own risk. Upon registration for the Challenge, the Participant agrees to defend, indemnify and hold harmless the Sponsor, its subsidiaries and associated companies including their respective officers, employees, contractors and agents, from and against any and all claims, causes of action, damages, obligations, losses (including any loss of opportunity), liabilities (including negligence), personal injuries, costs or debt, and expenses (including attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to, whether directly or indirectly, special or consequential, to the Participant’s participation in the Challenge. The Sponsor may assume the exclusive defence and control of any matter for which Participants have agreed to indemnify the Sponsor. Participants agree to assist and cooperate with the Sponsor in the defence or settlement of any such matters.

Each Participant is required to take all appropriate safety measures including obtaining appropriate insurance coverage (if necessary) when designing and developing the prototype and conducting the prototype trials.

18.   APPLICABLE LAW AND DISPUTES RESOLUTION

The Challenge and any action related thereto shall be governed by the laws applicable in Singapore.

In case of persistent litigation beyond a period of fifteen (15) days after the Participant has filed a claim, the Sponsor and the Participant undertake to submit their dispute to an amicable conciliation prior to any legal proceedings. The party wishing to initiate conciliation shall inform the other party by means of a registered letter with acknowledgment of receipt in which it will inform of its intentions and will explain the cause. If no agreement is reached between the parties within thirty (30) days after receipt of the registered letter, the parties regain their freedom of action.

In the event of a dispute, the Sponsor and the Participant undertake to submit their dispute to an amicable conciliation prior to any legal proceedings. The party wishing to initiate conciliation shall inform the other party by means of a registered letter with acknowledgement of receipt in which it will inform of its intentions and will explain the cause. If no agreement is reached between the parties within thirty (30) days after receipt of the registered letter, the parties are at liberty to initiate a claim in court.

In case of persistent disagreement on the application or interpretation of the Rules, and in the absence of an amicable settlement, any dispute that may arise between the parties, will be subject to the exclusive jurisdiction of the Singapore courts to which the parties expressly grant jurisdiction, even in the case of multiple defendants, in summary, proceedings, appeal or by motion.