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TechSquare Capital, an Atlanta investment fund limited liability company (hereinafter “TSC”) is undertaking a business venture competition subject to the following terms and conditions called Atlanta Startup Battle (the “Competition” or “ASB”). Submission of an application in the Competition constitutes a legally binding agreement between the applicant and TSC according to the terms, conditions, and covenants contained herein.
The purpose of the Competition is to be part of an overall program aimed at systematically generating more tech start-up enterprises in Atlanta by (i) facilitating applied research and development and enhancing mentoring and other supports for aspiring entrepreneurs, (ii) supporting early-stage firm growth and (iii) attracting more venture funding. This Competition will award a total of up to $100,000 in prizes. It will attract entrepreneurs from around Atlanta to compete for a prize that will turn ideas and startup companies with high growth potential into funded enterprises in our city. The campaign will have three features: the Competition (described herein), access and office space in our facility located at TechSquare Labs 859 Spring St NW Atlanta, GA 30308, and a collaborative facilitation of investment from Investor Judges (herein after “judges”) in the top grand prize idea.
Nature of Businesses
The Competition focuses on applicants that intend to become tech-focused operating companies. All applicants must not be seeking outside equity capital in addition to the money to be awarded in the Competition. Companies that intend to license technologies from universities or research labs are encouraged. Hardware companies are encouraged.
The following businesses are not eligible for the Competition:
(1) retail businesses with brick and mortar storefronts,
(2) residential real property business,
(3) investment vehicles that invest in the securities of other entities,
(4) sports venues,
(5) gaming and gambling businesses,
(6) places of overnight accommodation,
(7) entertainment-related establishments.,
(8) single-purpose entertainment or event productions (e.g. movies, albums, concerts)
For this purpose, “retail business” means a business that is primarily engaged in making retail sales of goods or services to customers who personally visit such facilities to obtain goods or services. In addition, generally excluded are the following: buy-outs, roll-ups, real estate syndications, tax shelters and franchise-based outlets.
Equity Investment Awards, Benefits and Conditions
Award Amounts and Additional Benefits.
TSC will make the following equity investment award to the grand prize winner of the Competition:
- one award of $100,000 equity investment in exchange for 10% equity ownership in the company
The award recipient will receive: (a) positions for follow-on investments from other VCs, (b) investor judges become advisors to company, (c) space in our business facility located in midtown Atlanta at TechSquare Labs, (d) mentorship from experienced entrepreneurs and (e) exposure to sponsors and stakeholders (f) access to our network of professionals and member programming and benefits.
Recipients will receive their equity investment soon after Competition in no more than 30 days, November 27, 2016, through a single payment. At the LIVE announcement on Oct. 27, 2016, the grand prize winner will receive a presented check representing the winning investment amount of $100,000.
Equity Interest to be issued to TSC
Recipients, will receive the investment in a Convertible Note and or direct Equity investment of $100,000.
As a condition of the award, Recipients must materially locate and maintain a presence on an on-going basis at our midtown region, TSL facility, for at least twelve (12) months, commencing with Orientation during the first week of January 2017. For purposes of this condition, the obligation to physically locate and maintain a presence at TSL space means that (i) at a minimum the key officers of the applicant (as determined by TSC but generally meaning the CEO, COO, CFO, and/or founders) plus a majority of other staff shall reside in TSL space, and make the TSL space their principal place of business, for at least twelve (12) months and (ii) the applicant shall identify its primary offices as being at the TSL facility for such period.
Eligibility and Applications
To be eligible, applications must be submitted via TSC’s pitch competition website, atlantastartupbattle.com, following all protocols described on the website. All applications must be submitted in English.
Review of Applications
Review of applications will occur in three rounds before being invited to participate in Finals during our two-day pitch competition, first the top 10 applicants on Saturday October 22 and second the top 5 applicants on Thursday October 27.
First Round (online application).
Applicants must fill out, complete and submit a written application online, including uploaded business documentation, via the Atlanta Startup Battle website (“ASB”). In the first round, TSC working in collaboration with its panels of judges (the “Committee”) and team members (the “Staff”) will select promising applications from the pool of applicants from the period between open application window from September 1, 2016 to September 22, 2016 to allow applicants enough time to plan and coordinate their travel. Such selections shall be made in the sole and absolute discretion of TSC working with the Committee and the Staff. TSC shall be entitled to begin conducting background checks during the first round on applicants who are identified as semifinalists (for Day 1, 10/22/16) and may request the consent of applicants for these checks.
Vetting Period (via contact).
The vetting period will follow the first round of online application judging. Applicants and participants will be notified by October 1, 2016 of their entry and acceptance into the final round. In the vetting period TSC, working with the Committee and the Staff, will invite such applicants as it selects to engage in further conversation regarding their application, possibly including video conference pitches, phone calls, and interviews and provide such further information as the Committee and the Staff requests. TSC shall be entitled to conduct background checks on applicants who reach this round of review and may request the consent of applicants for these checks. Competition semifinalists will be selected by TSC, in collaboration with the Committee, the Staff and possibly some professionals in the TSC network, in its sole and absolute discretion.
Second Round (at TSL facility Saturday Oct. 22, 2016).
The second round after VETTING ROUND will invite the top 10 applicants of TSC’s sole and absolute discretionary choosing to the TSL facility for an all-day Saturday pitch competition. In this second round, applicants must work on crafting their pitches, perfecting their slide decks with the help of TSC exclusive invited mentors and founders of our TSC investment fund (the “Mentors”). The Mentors will guide and direct the applicants towards successful pitches and slide decks as well as fine tuning each applicant’s idea, research, and business model. Applicants will do a final pitch again and TSC will select the top 5 best applicants for the final round, announcing that
Final Round (at TSL facility on Thursday Oct. 27, 2016).
After the second round is finished, the top 5 applicants will be selected prior to the final round via phone conference or video conference. The final round will be an open-to-the-public event with press and news media. The top 5 applicants will work to perfect their pitches and slide decks one final time with the help of the Mentors. At the end of the night, the top 5 will compete again. After final pitches, the Committee, not the Staff, will make the final and sole discretionary choice of Grand Prize Winner (the “Winner”). The Winner will be presented a check for $100,000.
All applicants selected for the second round will be subject to the due diligence of TSC. In order to progress through due diligence, applicants must commit: (a) to personally attend the Finals competition in midtown Atlanta at TSL facility and (b) execute a binding agreement with TSC in which, among other things, they commit to the terms and conditions of receiving an equity investment award, regardless of the amount of the award.
Finalists will send two members of their leadership to attend ASB Orientation in Atlanta beginning in November 2016 at TSL facility. Selection of the finalists will be determined and made public the night of the finals competition live with press present.
Confidentiality and Intellectual Property
Access to the applications is granted to TSC (including its officers, managers, members, consultants and agents), the Committee, the Staff and TSL’s sponsors (collectively, the “Reviewing Parties”). TSC offers no guarantee of confidentiality, either explicit or implicit, in connection with any data or information presented or discussed by applicants. The Reviewing Parties will not agree to or sign non-disclosure agreements in connection with any application or applicant. Applicants requiring non-disclosure agreements should not participate.
Before submitting their applications, TSC urges applicants to confirm with appropriate advisors or legal counsel that any intellectual property described therein is legally held or licensed by the applicant, is non-infringing and appropriately protected. Applicants should be prepared to provide reasonable back-up documentation for these statements, if requested by TSC.
The authors of each applicant submission will retain all copyrights to the contents of their submission, provided that the Reviewing Parties may make photocopies, photographs, and video and/or audio recordings of any data or information divulged, presented, or discussed by any applicant throughout that applicant’s participation in the Competition. By entering the Competition, applicants agree to grant a license to TSC and the Reviewing Parties to use such materials without restriction and to conduct such due diligence as the Reviewing Parties determine is necessary or desirable for purposes of evaluating the application and carrying out the Competition as described herein.
In addition, the Reviewing Parties will have the right to publicly post certain information about accepted applicants and their applications in the public areas of the Reviewing Parties’ websites, including, but not limited to, name and category of business, logo, and an abstract. The Reviewing Parties will also have the right to use the content of applicants’ applications for research and other not-for-profit purposes.
- Applications can only be submitted once. An individual who submits an application on behalf of a business entity represents and warrants he or she has requisite authority to act on behalf of such entity.
- For purposes hereof, “applicants” includes individuals and business entities. There is no limit to the number of people on an applicant’s team.
- All applications must be the original work of the applicant making the submission.
- Existing businesses may propose a new business that would have operations within the Atlanta midtown Region.
- Partially completed applications will not be accepted. Applications for the Competition are due by 11:59 P.M. EDT on September 22, 2016.
- Applicants risk disqualification if they or someone on their behalf communicates with principals of TSC or the Committee beyond submitting applications and providing further data or information as requested, in an attempt to influence the Competition.
- The decisions of the Committee and TSC are final, including interpretation of these Terms and Conditions.
- TSC, its members, officers and directors shall be held harmless by the applicant in the event of any legal action resulting from the participation by the applicant in the Competition.
- TSC takes no responsibility for agreements between applicants and third parties.
- Entry materials become the property of TSC.
- Applicants who engage in immoral, illegal or other activity that may adversely affect the image of TSC or ASB, its affiliates, or other applicants, are ineligible for the Competition.
- All applicants and award recipients must comply with these Terms and Conditions. Any violation of these Terms and Conditions will disqualify an applicant from the Competition, and result in forfeiture of any awards the applicant received in connection with the Competition.
- Applicants may not withdraw their applications after they are submitted.
- Requirements of award recipients includes but is not limited to:
- Provide regular monthly business reports to TSC;
- Coordinate and attend monthly meetings with a team of local advisers;
- Provide regular monthly reports on financial status during 2017;
- Provide quarterly reports to TSC for a five-year period following their arrival to midtown Atlanta;
- Commit each founder to make up to three appearances during 2017 to speaking to local students about the path of an entrepreneur;
- Attendance by founders at
- the finals and launch events for future ASB competitions,
- one business mentorship events every month, and
- one social mentorship events every month
- Relocation of the CEO, founders and key personnel to midtown Atlanta Region for a minimum of the 2016 and 2017 calendar year.
- There is no limit to the number of applications for which an individual person may be a part; except that no individual person can be part of more than one applicant team that receives an award.
- Awardees will be invited to relocate to midtown Atlanta Region and allowed to work in the TSC facility as early possible, however early relocation in November of December of 2016 does not impact the relocation requirement for the entirety of 2017.
- Alternates or other high-potential startups that are not awarded prize money may be offered rent-free space in the TSC facility following the 2016 Competition for the remainder of the 2016 calendar year.
- Applicants shall not publicly disparage TSC, ASB, its officers or directors, members of the Committee, the Staff, the Mentors or public officials or agencies of the State of Georgia, or the city of Atlanta who play a role in the operation of TSL or ASB.
Applicant Representations and Covenants
By submitting an application, applicants represent and warrant that:
- The information in the application is and will be true and accurate.
- The ideas contained in the application will not infringe upon the rights, including privacy and intellectual property rights, of any third party.
- The applicant has a reasonable basis for holding the intellectual property that forms the basis or is integral to the applicant’s business or the proposed business submitted in the Competition.
- The applicant has and will have the right and authority to submit the content in its application to TSC.
- The applicant will obtain permission or a license, as appropriate, for any third party materials, information or other intellectual property contained in its application.
- The applicant will comply with all applicable laws and regulations in connection with its activities relating to the Competition.
- The applicant will not attempt to hold TSC responsible or liable for any third party violation of its intellectual property rights as a result of participation in the Competition.
- No member, officer, director, employee or shareholder of the applicant has a business or close family (parent, sibling, spouse, partner or significant other) relationship with any officer, member, director or senior management person of TSC LLC, or the ASB competition.
- No applicant shall seek the assistance of any member, officer, director, employee or shareholder of
- The applicant consents to TSC performing a background check with respect to the applicant and its principals.
- The applicant has no reason to believe it will be prohibited or otherwise unable to comply with the requirements of an Awardee, including relocation to the midtown Atlanta region and issuance of the 10% Warrant.
TSC does not discriminate against any applicant on the basis of race, color, creed, ethnicity, gender, disability, age, sexual orientation, gender expression, military status or marital status.
TSC reserves the right to modify these Terms and Conditions in its sole discretion. In the event of a modification, all applicants will be notified as soon as reasonably possible.
Domestic and Non-United States applicants are encouraged to apply. Non-United States applicants are responsible for obtaining any necessary visas and related immigration papers to attend final events of the Competition in midtown Atlanta and to satisfy the appearance requirements and the relocation requirements of an award. TSC may provide assistance with respect to United States visa requirements but cannot render legal advice to applicants and award recipients.
Waiver and Severability
TSC may waive any term or condition herein at its sole discretion. Such waiver will not be deemed a waiver of any other term or condition, whether similar or different. If any term or condition herein is invalid or unenforceable, that provision will be construed, limited, modified or, if necessary, severed, to the extent necessary to eliminate its invalidity or unenforceability, and the other provisions will remain in full force and effect.
These terms and conditions shall be governed and construed in accordance with the laws of the United States of America and the State of Georgia, without regard to conflicts of law provisions. Exclusive venue for any litigation arising from the Competition or these Terms and Conditions shall be the State or Federal courts located in Fulton County, Georgia.