GS Beyond Energy Innovation Challenge T&Cs

    By submitting an application to participate in the GS Beyond Energy Innovation Challenge, each participant hereby agrees to the following terms and conditions.  This is an agreement entered into by each applicant to the GS Beyond Energy Innovation Challenge and GS Beyond Corp., a Delaware corporation (“GS”).  

    1. Applicant Requirements.
      1. Accurate Information.  All information submitted to us, including as part of the application process, must be truthful and accurate.  If it is discovered or suspected that any such information is not truthful or accurate, you may be disqualified in the absolute discretion of GS.
      2. Applicant Status: In order to participate in the GS Energy Innovation Challenge (the “Challenge”), applicants must be a fully formed entity, formed in any country or U.S. state.  If requested by GS, applicants must be able to provide evidence of the formation of their entity. 
      3. No GS Affiliation:  Employees of GS or any affiliate of GS are ineligible to enter the Challenge, as are their immediate family members.
      4. Contact Information: Applicants will be responsible for providing GS with their most up-to-date contact information, and for opening up and responding to any Challenge related notices. 
    1. Procedures of Challenge. 
      1. Initial Application:  The initial application for the Challenge (the “Application”) shall consist of: (1) a completed application form, (2)  a company overview deck/presentation or business plan that details future plans and intentions, and clearly explains the technology or innovation that the team is working on, and (3) other supporting information that may be requested via the Application submission process.  
      2. Second Round of the Challenge:  Following GS’ review of all submitted Applications, certain applicants will be chosen to move on to the next round of the Challenge (the “Semi-finalists”).  GS will notify applicants that they have been selected as Sem-finalists (the “Semi-finalist Notice”). As part of this second round, Semi-finalists will be required to submit a Semi-finalist application (the “Semi-finalist Application”), and provide any additional information as requested by GS.  Semi-finalists may also be required to participate in a live video-conference with GS.  GS will notify applicants that they have been selected as Finalists (the “Finalist Notice”), and in that Finalist Notice, GS will provide the details and requirements of the next round of the Challenge.  GS reserves the right, at its sole discretion, to modify, remove or add any Challenge requirements or procedures, and will notify any applicants of such changes using the applicant’s contact information. Failure to deliver the requested materials by dates stated in the Semi-finalist Notice or Finalist Notice can result, in GS’ sole discretion, in applicant’s disqualification from the Challenge.
    2.  
      1. Additional Information.  At any stage of the Challenge, GS may require applicants to answer additional questions or provide additional information.  Failure to answer these questions truthfully and accurately, or provide the requested information, as applicable, can result, in GS’ sole discretion, in applicant’s disqualification from the Challenge. 
    3.  
      1. Selection of Winner: Out of the Finalists, GS shall select a winner to receive $100,000 USD.  GS shall notify the winner of the method for collecting the award, and the winner shall be responsible for providing GS with all information needed by GS to transfer the cash award, including providing tax reporting forms and other information GS requests.  GS’ decisions in respect of all matters to do with the Challenge, including interpretation of these terms and conditions, will be final, binding, and will be made at GS’ sole discretion.  GS reserves the right, at its sole discretion, to award, or not to award, as well as amend or revise prizes as GS deems fit. Furthermore, GS specifically reserves the right to disqualify from the Challenge any applicants or related submissions that GS determines, in its sole discretion and at any stage of the Challenge, to not comply with these terms and conditions, violate the rights of any third party, or otherwise violate any applicable law.
    4.  
      1. Online Participation in Challenge:  The entire Challenge shall take place remotely and virtually.  Applicants will apply through the following website gsbeyondenergy.com ), where applicants will submit all Applications and requested information and media.  Applicants will be solely responsible for ensuring they have the proper technology and resources to participate virtually in the Challenge, as well as the accuracy of any information or media submitted. 
    1. Confidentiality and Intellectual Property Representations.
      1. Ownership of the Intellectual Property: By submitting an Application, each applicant represents and warrants to GS that: (1) the applicant owns all right and interest in the idea, technology and intellectual property (“IP”) that will be deployed under the idea described in their Application, or is necessary for the achievement of the solution described in their Application (the “Company IP”), and (2)  no other party has any interest in the Company IP or any claim to it, or if another party has an interest in the Company IP, the applicant is authorized to submit the Company IP as part of the Applicant on behalf of the owner of the relevant IP.  Moreover, each applicant represents and warrants that no third-party rights will be violated or infringed upon by applicant’s participation in the Challenge.  If any applicant does not own all right and interest in the Company IP, applicant represents and warrants that they can obtain (or have obtained) such rights from the owner of the relevant IP.
      2. Confidentiality of Application: Applicants acknowledge and understand that, (1) the Application, and any information submitted along with it, is non-confidential, without limitation, (2) GS does not automatically accept or consider as confidential any information about an idea or proposal that is submitted as part of an Application, and (3) no confidential relationship or obligation of secrecy is established between an applicant and any of the GS entities with respect to the information submitted as part of the Application. Applicants should view this Challenge as an open forum akin to an in-person pitch competition where no attendees, including GS or its affiliates, are subject to confidentiality obligations of any kind.
    2.  
      1. Submission of Confidential Information: If GS decides that it desires additional information which applicant is only willing to disclose to GS on a confidential basis, such additional information shall only be deemed confidential if GS and the applicant sign a separate agreement clearly setting forth the scope of the material to be considered as confidential, the time period for any confidentiality obligations, and any other mutually agreeable terms and conditions.  Headers, watermarks, or other unilateral actions will not in any manner impose confidentiality obligations on GS or its affiliates.
    3.  
      1. GS Rights Regarding the Application: The submission of the Application does not grant any rights to GS under any issued and valid patents that may exist now, or that may be granted to applicant in the future, unless specifically agreed to in a separate written agreement between GS and the applicant.  However, GS’ acceptance of the Application, an applicant’s participation in the Challenge, and/or any consideration GS may pay in the future to the applicant, will not impair GS’ rights to contest the validity or the non-infringement of any patent claims or other IP rights in the Company IP or otherwise restrict GS’ rights in any manner.
    1. Additional Terms
      1. Taxes:  Each applicant shall be responsible for their own taxes and will pay all taxes or levies imposed on them under the applicable laws, regulations and tax treaties as a result of receiving a prize or other consideration during the Challenge or otherwise under these terms and conditions.  Each applicant agrees to provide GS any required tax information and other entity information needed by GS in order to distribute any award.  Failure to provide any such tax information within fifteen (15) days of request by GS will result in forfeiture to any rights to any award or prize.
      2. Applicant’s Responsibility:  Applicants shall be solely responsible for all costs associated with their Application and involvement in all stages of the Challenge. Moreover, Applicant is solely responsible for complying with these terms and conditions. Failure to comply with these terms and conditions can result, in GS’ sole discretion, in disqualification from the Challenge.
      3. Use of Contact Information: By submitting an Application, each applicant gives their consent to GS to keep a copy of their contact information provided in connection with the Application, including after the conclusion of the Challenge. In addition, each applicant agrees that GS may use such contact information following the Challenge to contact an applicant regarding future opportunities.
      4. Publicity:  GS shall have the right to publicize the Challenge, including the names of all participants, the Finalists, and the results of the Challenge, as well as photos or images from the Challenge.  Each applicant, including the individuals associated with each applicant entity, grant to GS and GS’ assigns, licensees, and successors the right to use their image and name in all forms and media including composite or modified representations for all purposes, including advertising, trade, or any commercial purpose throughout the world and in perpetuity.
    2.  
      1. Limitation of Liability.  Except in Jurisdictions where such provisions are restricted, in no event will GS be liable to any applicant or participant in the Challenge or any third person for any indirect, consequential, exemplary, incidental, special or punitive damages including also lost profits arising from or related to any any application or the Challenge, even if GS has been advised of the possibility of such damages. Notwithstanding anything to the contrary, contained herein and to the furthest extent permitted  by applicable law, GS’ liability to you for any cause whatsoever, and regardless of the form of the action will at all times be limited to the greater of $50.00 or the amounts paid by you to GS in connection to your participation in the challenge. 
    3.  
      1. Jurisdiction: These terms and conditions and any disputes arising out of or in connection with these terms and conditions or the Challenge shall be governed by and construed in accordance with the laws of the State of California except for that portion relating to conflicts of laws. The Federal and State courts in Santa Clara County, California shall have exclusive jurisdiction to adjudicate any dispute arising out of this Agreement. Each applicant expressly consent to the personal jurisdiction of, and venue in, such courts.
    4.  
      1. Indemnification: Each applicant agrees to indemnify and hold GS, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, or damages, including reasonable attorneys’ fees, resulting from a third-party claim arising out of applicant’s participation in the Challenge or applicant’s violation of these terms and conditions or the applicant’s violation of any law or the rights of a third party.
    5.  
      1. Modification of Terms: GS may revise these terms and conditions from time to time, and will post the most current version on the Challenge website or send the revised version to each applicant.  These terms and conditions cannot be modified or waived except by a written document that is signed by an authorized representative of GS.