One Million Euro CUBE Challenge – Terms and Conditions

(June, 3, 2016)

One Million Euro CUBE Challenge

By taking part in the competition, the participant shall accept the following terms and conditions.

1. What is the CUBE challenge?

The CUBE challenge is a competition from CUBE GmbH, Berlin (“CUBE”), aimed at young, innovative companies (startups). The winner will receive one million euro as a cash prize without any further conditions (however, refer to the explanatory notes under point 6 below.).

2. Who can take part?

Any startup around the world that qualifies for the CUBE ecosystem can take part.

The pre-requisite for qualifying as a startup for the CUBE ecosystem is an application in writing in English on www.cube-global.com. The application criteria concern both form and substance. Closing date for any application will be 30 April 2017 (date of receipt).

2a) Formal application criteria:

The prize shall be awarded to a startup. The startup must not be dependent on any industry partners (i.e. must not be a subsidiary company of a company in the industry or represent any significant industry holding). In the event of doubt, the EU Commission’s definition of small and mid-sized companies shall apply (see the Commission’s recommendation dated 6 May 2003 regarding the definition of micro-enterprises as well as small and mid-sized companies (2003/361/EC)).

The startup must also still be in existence at the time the prize money is awarded (key date: 31/05/2017).

2b) Substantive application criteria:

The startup’s activities must be in the field of digitisation of the industry. This means that the company has products, solutions, hardware or software and/or a business model for the digitisation of the industry. Industry here refers to agriculture and food tech (guiding issue CUBE 2016/17), digital health and life science, manufacturing and machinery plus infrastructure and interconnectivity. The service offering of the startup must possess a degree of maturity that enables it to be implemented in the industry, at least in a test project.

Participants must provide sufficient, comprehensible information to be able to meet the application criteria. This data must contain, in addition to general company information, details of the business (a description of the services offered by the business as a solution to an issue, the product, market, competition and unique market position).

CUBE is free to decide at its own discretion with regard to qualification to participate.

CUBE works with well-known partners around the world. Partner programmes concluded by CUBE may provide for qualification to the CUBE ecosystem (e.g. for winners of partner competitions or selected participants in certain partner programmes). These must always meet the application criteria of CUBE in terms of form and substance.

3. How does the CUBE challenge work?

Startups, which qualify for the CUBE ecosystem, automatically take part in the CUBE challenge as part of their application.

The winner of the CUBE challenge shall be selected from the startups that present their company as part of a pitch to a panel at the CUBE Tech Fair from 10-12 May 2017 (“CUBE Challenge Finale”).

There are several ways to get an invitation to the CUBE Challenge Finale:

3a) CUBE Ecosystem

From all companies of the CUBE ecosystem, a maximum of 20 startups will be selected, which each qualify as potential industry partners based on their application and demonstrate particular promise.

At the CUBE Hackathon on 10 May 2017, one company from this category, based on a pitch, will qualify for the CUBE Challenge Finale on 12 May 2017. (“CUBE ecosystem candidate”).

3b) CUBE Global Touchpoint Events

A selection of companies from the CUBE ecosystem will also be invited by CUBE to up to ten global touchpoint events. From those invited, up to ten startups that can evidence specific discussions on cooperation with potential industry partners and demonstrate particular promise will qualify.

The best two companies from this category that make their pitch at the CUBE Hackathon on 10 May 2017 will qualify for the CUBE Challenge Finale on 12 May 2017 (“global touchpoint candidates”).

3c) CUBE Cooperation Space

A selection of companies from the CUBE ecosystem will be given the option to make a key presentation on a specific project working together with a CUBE industry partner at the CUBE Tech Fair from 10-12 May 2017. The joint project and the presentation at the CUBE Tech Fair will be prepared in up to seven months from October 2016 in the CUBE cooperation space in Berlin. A maximum of three companies from this category will qualify in a pitch event in the CUBE cooperation space right before the CUBE Tech Fair for the CUBE Challenge Finale on 12 May 2017 (“CUBE space candidates”).

3d) CUBE Tech Fair

The participants, who purchased a ticket for the CUBE tech fair, will determine which company from among all participating startups meeting the CUBE ecosystem qualification criteria will also qualify for the CUBE Challenge Finale on 12 May 2017.. The startup with the most “likes” will qualify (“popular candidate”).

A key selection criterion for all qualification paths will be the company’s potential as a cooperation partner for the industry.

Form, terms and conditions of all qualification paths and the CUBE Challenge Finale (such as composition of the jury, judging criteria, know-how protection issues, content and form of the pitches) may subsequently be adopted by CUBE.

4. How will the CUBE Challenge Finale work?

At the close of the CUBE tech fair, the CUBE Challenge Finale will be held on 12 May 2017. All selected startups that qualified will each have the option  to present themselves as potential industry partners in a pitch. An independent panel, made up of representatives of CUBE from industry, startup and cooperation partner sectors and selected by CUBE itself, will determine the winner of the CUBE Challenge based on a majority under the supervision of a notary.

5. FAQs

5a) Is qualification for the CUBE Challenge possible without having purchased a ticket for the CUBE tech fair?

Yes, qualifying for the CUBE Challenge is not dependent on purchasing a ticket for the CUBE tech fair and also does not increase the chances of being selected (sole exception: “popular candidate”, see 3.d. above).

5b) Do you need to have a ticket for the CUBE Tech Fair to be able to qualify as a popular candidate for the CUBE Challenge Finale?

Yes, you must have a ticket for the CUBE Tech Fair to be able to qualify as a popular candidate. The ticket for the CUBE Tech Fair must have been purchased or obtained via another method from CUBE (e.g. via the partnership programme).

5c) Do you have to attend the CUBE Tech Fair in person?

Yes, attendance at the CUBE Tech Fair, in the context of which the pitch is made for the CUBE Challenge Finale on 12 May 2017, is required to win the CUBE Challenge, as is taking part in the pitch for the CUBE Challenge Finale itself.

5d) Do you need to purchase a ticket for the CUBE tech fair if you have already qualified as a CUBE ecosystem candidate, global touchpoint candidate or CUBE space candidate?

No, all these candidates will receive a free, personal ticket for the CUBE tech fair.

5e) Does the cash award of one million euro require a specific project to be/have been implemented with one of the industry partners of CUBE?

No, the cash award of one million euro is not dependent on cooperation projects with the industry.

6. Explanatory Notes

6a) CUBE is of the opinion that upon payment of the cash prize no tax should be deducted for a potentially limited taxable company. However, since CUBE cannot rule out that financial authorities could have a different view on this, CUBE shall agree, in the event the CUBE Challenge is won by a company that is not taxable in Germany, the facts of the matter with the financial authorities (Bundeszentralamt für Steuern [Federal Central Tax Office]) prior to awarding the prize money and make the award less any legally owed withholding taxes, if required.

6b) CUBE is of the opinion that the prize money does not represent any payment in the sense of sales tax liabilities. In the event that the tax authority nevertheless makes the prize money subject to sales tax, it will be clarified as a precautionary measure that any sales tax owed is included in the prize money.

6c) CUBE is of the opinion that the prize money does not constitute a free-of-charge benefit that would trigger an obligation to pay gift tax. In the event that the tax authority nevertheless makes the prize money subject to gift tax, it will be clarified as a precautionary measure that any gift tax owed shall be the responsibility of the winner of the prize money.

6d) CUBE reserves the right not to award the prize money to the winner of the CUBE Challenge directly, but to engage a notary for the purposes of transferring the prize money to a notary public’s escrow account set up by said notary prior to establishing the CUBE Challenge winner.

6e) The competition organiser is CUBE GmbH, headquartered in Berlin, recorded in the commercial register of the district court of Charlottenburg under HRB 174680 B.

6f) The prize money shall be paid in cash (if applicable, minus any taxes to be deducted on the part of the organiser) to an account specified by the winner.

6g) The organiser reserves the right to exclude participants, on a case-by-case basis, from taking part in the CUBE Challenge and/or from payment of the prize money. This shall particularly apply if it should transpire that the participant is in breach of any applicable law in connection with the service offering submitted in taking part in the CUBE Challenge (e.g. by violating copyright laws).

6h) The organiser may publish the name of any participants in the CUBE Challenge in all media regardless of time period and location, provided this does not expressly conflict with that, at least in writing.

6i) The organiser reserves the right to modify or completely cancel the competition at any time without giving reasons . This shall apply, in particular, if overriding economical, organisational, technical or legal reasons conflict with the competition being held or continued. In such cases, participants shall have no claim against the organiser with regard to holding the CUBE Challenge and/or awarding the prize money.

6j) The organiser shall not be liable for any incorrect information communicated or disseminated by participants or third parties in relation to the CUBE Challenge. Furthermore, the organiser shall not be liable for links or references relating to the CUBE Challenge being complete or accurate.

The organiser shall also not be liable for any damages relating to the CUBE Challenge, provided he has not acted with intent or gross negligence. This limitation shall not apply in the case of loss of life, bodily harm, injury to health or if material contractual obligations are breached. However, in all cases, the amount of liability shall be limited in accordance with typical, foreseeable losses.

6k) Each startup maintains all right, title and interest in and to its respective intellectual property. No transfer of intellectual property to CUBE or any other parties is contemplated under the CUBE Challenge.

6l) These terms and conditions of participation shall exclusively apply. Any other verbal information, e.g. via moderators, shall be void. The organiser reserves the right to modify these terms and conditions of participation.

6m) All personal data specific to participants shall only be stored and used for the purposes of holding and handling the CUBE Challenge. It shall only be passed on to third parties if this is required to prepare for and execute the CUBE Challenge. Once the CUBE Challenge is concluded, participant data shall be deleted (see exception above in 6.d.).

6n) The laws of the Federal Republic of Germany shall apply. Any deviation from these terms and conditions of participation must be in writing. If one or more of these provisions should become invalid, the remaining terms and conditions of participation shall remain in force. The invalid provision must be replaced by a provision with a commercially comparable provision. The same shall apply if a loophole should become apparent.

6o) The place of jurisdiction for all legal disputes arising out of the relationship between the startup and CUBE during or after the CUBE Challenge is Berlin, Germany.

6p) Recourse to the courts is not permitted.