Terms and conditions

Overview:
WayFounder (“WayFounder” or “Sponsor”) is a hybrid incubator / accelerator based in Beverly Hills, California that regularly conducts contests to source imaginative solutions to problems that are not currently offered or met by existing products, services or apps in the market. These contests (the “Contest” or “Contests”) seek to enhance funding opportunities for individuals with sound business ideas who might not otherwise start a new business or look to secure venture financing. WayFounder intends to run the Contests quarterly, with the first Contest scheduled to commence on April 8, 4014.

This document provides the information that you need to successfully apply the Contest. These Official Terms and Conditions or “Rules” form a binding contract between WayFounder and you, as an entrant into the Contest.  By entering you agree to be bound by these Terms and Conditions. If you breach a provision of these Terms and Conditions, you will forfeit your entry into the Contest. If you have any questions, please contact Sponsor at info@wayfounder.com.

When to submit:
You may begin registering and submitting entries for the Fall 2014 Contest on Wednesday, October 15, 2014 at 12:00.01 am Eastern Time (“ET”) and all entries must be received by December 31, 2014 at 11:59:59 pm ET (the Contest “Term”). You are responsible for knowing the time zone in your location and Sponsor is not responsible for errors in delay or transmission of your entry. It is recommended not to wait until the last moment to submit an entry. Proof of submission is not proof of receipt. Sponsor’s database computer is the official timekeeping device for the Contest.

Who can submit:
VOID WHERE PROHIBITED. The Contest is offered in and open only to legal residents of the United States and District of Columbia (“U.S.”) age 18 and older or of the age of majority in their state of residence, whichever is older (a “Participant”). Employees, officers, directors and advisors of WayFounder and each of its respective parents, affiliates and subsidiaries, advertising, promotion, development and fulfillment agencies, entities involved in the design and implementation of the Contest, WayFounder judges, and the immediate family members (spouse, parents, siblings and children and their spouses and in-laws) and persons living in the same household of such individuals are not eligible to participate. Sponsor, at its sole discretion, shall determine eligibility of any individual or entity, and may disqualify any Participant at any time for any reason.

How to Submit:
During the Contest Term, you may register and submit online at www.wayfounder.com (the “WayFounder Website”) or www.facebook.com/wayfounder (the “WayFounder Facebook Page”). All participants must register with WayFounder. Registration is free. To enter, participants are required to pay an enrollment fee of $10. Submissions will be accepted only via the WayFounder Website or the WayFounder Facebook page at www.facebook.com/wayfounder. All submissions must be in English. You must provide a valid email address, which will be the primary means to communicate with you.

Submission Process:
All sections of the submission form on the WayFounder Website or WayFounder Facebook Page must be completed to create a valid submission into the Contest (“Submission”).

LIMIT: ONE (1) SUBMISSION PER PARTICIPANT PER ENTRY CATEGORY. Subsequent Submissions from the same Participant or email address will be disqualified. You may enter in the following categories: (i) baby & parent; (ii) pet products; (iii) home and garden; (iv) fitness; (v) education; (vi) toys or (vii) wildcard. In the event of a dispute over identity, the Submission will be deemed submitted by the authorized account holder of the e-mail account associated with the Submission. “Authorized account holder” is defined as the natural person who is assigned to an e-mail address by an Internet access provider, on-line service provider, or other organization (e.g., business, educational institution, etc.) that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address. In the event two or more Submissions/ideas are substantially similar, only the first one will be considered.

No responsibility is assumed for: (i) lost, late, incomplete, invalid, illegible, incorrect, inaccurate or misdirected Submissions, all of which are void; (ii) failed, partial or garbled computer transmissions; (iii) any failure, problem, or technical malfunction including, but not limited to any telephone or other network or lines, computer online systems, servers or providers, computer equipment, software, email, web browser on account of technical problems, traffic congestion or the Internet or at any web site, any combination thereof, or otherwise, including without limitation injury or damage to your or to any other person’s computer related to or resulting from participating in or uploading data for the Contest; or (iv) for any error, human, technical or otherwise that may occur in the processing of Submissions. Sponsor, at its sole discretion, reserves the right to disqualify any Submission not in compliance with these Terms and Conditions for any reason.

Submission Requirements:
Your idea should be for a physical product or app that a consumer would find valuable, entertaining or necessary to use.

  • Be Original: Your idea should be bold and fresh.
  • Be Valuable: Your idea should solve an existing problem or fill a need.
  • Be Compelling: Your idea should be appealing to a large number of users.
  • Your idea should be technologically and financially feasible and realistic – we are not building rocket ships 🙂

In general, there are a few guidelines you should consider when evaluating your own ideas:

  • Does your product solve a problem, and if so, what is the specific problem that it solves?
  • What inspired you to come up with the idea?
  • How many people have this problem?
  • Do people currently use another product to solve this problem, that is, who is your potential competition?
  • Why is your idea important? What sets your concept apart from the others?
  • Can you provide a detailed portrait of the ideal consumer who would buy your product? (How old are they? Where do they live? What type of job do they have? What is their income level? What are their hobbies? Etc.)
  • Where is the ideal location that people would buy your product: online, on a store shelf, in a catalog, etc.?

Submission Form Requirements:
All Contest Participants must clearly and concisely complete  submission form with Submission details meeting the following requirements:

Requirements

  1. Your idea should be for a physical product or app that a baby, child and/or parent would find valuable, entertaining or necessary to use.
  2. Be Original: Your idea should be bold and fresh.
  3. Be Valuable: Your idea should solve an existing problem or fill a need.
  4. Be Compelling: Your idea should be appealing to a large number of users.

Your idea should be technologically and financially feasible and realistic – we are not building rocket ships 🙂

The contents of your Submission (collectively the “Content”) must be wholly your original work and you must have the full ownership rights to your Submission, or you must have obtained all necessary rights and permissions to use and submit the Content in connection with this Contest. You will be required to certify that you have the sole authority to permit the Sponsor to use your Submission for any purpose.

Evaluation of Submissions:
Evaluation of Submissions will occur in two (2) rounds. As the Submissions are received and prior to the start of the first round, one or more innovation moderators will review each Submission to determine whether it is in compliance with the Rules, meets the eligibility requirements of the Contest and fits the general conditions of a WayFounder portfolio company. Submissions that do not comply with these Terms and Conditions will be immediately disqualified. Submissions may not contain advertisements, commercial endorsements, or any material that is indecent, obscene, profane, hateful, discriminatory, defamatory, overtly political or religious, slanderous, libelous, unlawful or promoting illegal activity, infringes on the rights of others, or otherwise inappropriate as determined by the Sponsor in its absolute discretion. Submissions may also be disqualified if they include gibberish, spam, malicious content aimed at the Sponsor, unauthorized patents, trade secrets or licensed or copyrighted material including, but not limited to photos, text, music, games, apps, and celebrity likenesses. Sponsor may disqualify any inappropriate Submissions or material in its absolute discretion.

If the innovation moderator(s) approves the Submission, then it will be allowed through to the first round of judging. The decisions of the moderators and judges will be final in all instances.

First Round – The first round of judging will consist of WayFounder leadership and other representatives involved in product design and development. On or about January 15, 2015 the first round judging will begin, and will continue until approximately February 1, 2015. First round judging will be based on the following criteria:

  • 20% Concept Originality – How bold and fresh is the idea?
  • 20% Value Proposition – Does the concept meet/exceed a customer need? Is the idea authentic? Can it be believed?
  • 20% Unique, Defensible, Competitive Advantage – How does concept provide a unique and defensible competitive advantage?
  • 20% Bottom Line Results – How compelling are the concept’s benefits to end user
  • 5% – Feasibility – How well thought out is the implementation? Is a workable prototype likely to be built for 50k?
  • 5% – Retail Potential – Does the concept possess any attributes that would likely give it an advantage in an online or brick & mortar retail strategy?

Approximately one hundred (100) submissions with the highest scores will advance to a second round of judging. In the event of a tie, the Submission with the higher score in the category of “Originality” will move on to the second round of judging.

Second Round – The second round of judging will involve expert evaluation of each Submission by WayFounder Leadership and Advisors. On or about February 2, 2015 the second round of judging will begin, and will continue until approximately February 15, 2015 after which time the Winner will be announced. Judging will be based on the following criteria:

  • 20% Concept Originality – How bold and fresh is the idea?
  • 20% Value Proposition – Does the concept meet/exceed a customer need? Is the idea authentic? Can it be believed?
  • 20% Unique, Defensible, Competitive Advantage – How does concept provide a unique and defensible competitive advantage?
  • 20% Bottom Line Results – How compelling are the concept’s benefits to end user
  • 5% – Feasibility – How well thought out is the implementation? Is a MVP likely to be built for 50k?
  • 5% – Retail Potential – Does the concept possess any attributes that would likely give it an advantage in an online or brick & mortar retail strategy?
  • Originality: To what degree is this idea innovative or unique? Does it make a conceptual or lateral leap we haven’t seen before? (35%)
  • Feasibility: To what degree could this idea come to fruition and be mass-produced at a reasonable cost and price? (30%)The submission with the highest score will become the Contest Winners.

Prizes:
One Contest Winner will be chosen following the conclusion of the final round of judging. WayFounder may, in its sole discretion, choose more than one Contest Winner, but at least one Winner will be selected. Contest Winner(s) will be eligible receive a US $10,000 cash prize. Additionally, Contest Winner(s) will be eligible to receive a 5% royalty on all sales revenue resulting from the creation and commercialization of their product. If the product is chosen to become a WayFounder Portfolio Company, Contest Winner(s) will receive 5% founder-equity in the new company.

The approximate retail value of all prizes is US $10,000. Limit one prize per Participant. Each prize recipient (“Winner”) is solely responsible for the payment of any taxes that may arise as a result of acceptance of a prize. Odds of winning depend on the number of eligible entries received and the skill of the Participants in preparing their Submissions. No prize substitution, cash equivalent or transfer permitted except at sole discretion of Sponsor. For all prizes, any taxes and unspecified expenses related to acceptance and use of a prize are solely the responsibility of the Winners. An IRS Form 1099 for the fair market value of each prize will be filed, with a copy provided to each Winner. Any difference between the approximate retail value and actual value of a prize will not be awarded.

Legal rights in your Submission:

Participant Certification of Rights in Submission:
By entering a Submission, you represent and warrant that: (i) you are able to comply with these terms and conditions and your Submission is not subject to any conflicting obligations that would prevent or interfere with your compliance with these terms and conditions; (ii) your Submission does not make unauthorized use of or violate in any way any rights of any 3rd party, including but not limited to copyright, trademark, patent, trade secret, rights of privacy or publicity; and (iii) no one else’s permission is required for you to make your Submission in the Contest or to use your idea as contemplated under these Terms and Conditions. Without limiting the foregoing, you represent and warrant that you have complied with any requirements of your school or employer, if any, to allow your participation in the Contest, including but not limited to making your Submission and accepting any prize you may receive.

Grant of Usage Rights in Submissions:
By entering your Submission into the Contest, you grant to WayFounder, our affiliates, third parties, sub-licensees and successors and assigns, a perpetual, exclusive, unrestricted, worldwide, royalty-free, fully paid up, irrevocable license to (i) use, copy, distribute, modify or adapt and create derivative works from the Submission; (ii) publicly perform, display, broadcast, license and distribute copies of the Submission, modified Submission and derivative works of the Submission; and (iii) sublicense to third parties the foregoing rights, including the right to sublicense to further third parties, as necessary or advisable (as determined by WayFounder or other licensed person in its sole discretion) to allow Sponsor or other licensed person to fulfill its commercial obligations, to further its related operations, and to create, advertise, operate and manage the Contest Website. The rights granted herein shall be granted without any compensation other than that written in these Rules.

All Winners will be required to sign an IP Warranty and License Agreement that include the above warranty and license grant language. If you refuse to sign this agreement, the prize will be considered forfeited and WayFounder may, in its sole discretion, award the prize to an alternative individual.

In addition to the rights above, you acknowledge and agree that Sponsor may keep your Submission indefinitely and disclose it for any purpose, including but not limited to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any Submission violates the rights of third-parties; or (d) without undertaking a duty to do so, protect the rights, property, or personal safety, our users and the public.

General Conditions:
By entering a Submission into the Contest, you are agreeing to these Official Rules of the Contest and the judging and use of your Submission by Sponsor and its designees as contemplated in these terms and conditions.

Entering a Submission and/or acceptance of any prize constitutes permission for, and your consent to Sponsor, its agencies, partners or assigns to use the Submission and your name and/or likeness for advertising and promotional purposes, in any media, without further notice, compensation, consideration, review, or consent, except as prohibited by law.

All prize recipients will be required to sign: (i) a Declaration of Eligibility and Liability release (“Declaration”) releasing WayFounder and each of its respective parents, affiliates and subsidiaries and affiliated companies, advertising and promotion agencies, entities involved in the design and implementation of the Contest and their respective officers, directors, employees, representatives and agents (collectively “Releasees”) from any and all liability, claims, demands, and causes of action for personal injury, including death, or damage, theft, loss, or any other harm suffered in connection with the Contest or the receipt, possession, use or misuse of any prize, (ii) a publicity release, and (iii) any relevant tax documentation. Entry into the Contest constitutes each participant’s agreement to sign and return such documents. Failure to comply for any reason within seven (7) days following attempted notification may result in disqualification. Additionally, WayFounder reserves the right to conduct background checks on each of the potential prize recipients. Each Participant hereby consents to the same and shall provide whatever additional information, permission and/or documentation is required or requested by the Sponsor in connection with the same.

All Winners  further agree to assist WayFounder, or its designee, at WayFounder’s expense, in every proper way to secure WayFounder’s rights in the submission and any derivative products and any rights relating thereto in any and all countries, including the disclosure to WayFounder of all pertinent information and data with respect thereto, the execution of all applications, specifications, oaths, assignments and all other instruments which WayFounder shall deem proper or necessary in order to apply for, register, obtain, maintain, defend, and enforce such rights and in order to assign and convey to Wayfounder, its successors, assigns, and nominees the rights, title and interest in and to such submission and any rights relating thereto, and testifying in a suit or other proceeding relating to such submission and any rights relating thereto.

No representation or warranty, written or oral, express or implied, in law or in fact is made for any prize by Sponsor. The failure of Sponsor to enforce any provision of these Terms and Conditions shall not constitute a waiver of such provision.

WayFounder reserves the right, in its sole discretion, to disqualify any person or Participant it reasonably suspects has attempted to undermine the legitimate operation of the Contest by cheating, deception, or other unfair practices, or has tampered with any of Sponsor’s websites, the submission process, the judging process, or has violated these terms and conditions, or has acted in an unsportsmanlike or disruptive manner, or who annoys, abuses, threatens, or harasses Sponsor, its agents, its assigns or any other Participant.

Limitation of liability/disclaimer:
THE WAYFOUNDER WEBSITE AND ALL CONTENT, SITE FUNCTIONALITY, AND SERVICES PROVIDED BY THE WAYFOUNDER WEBSITE, OR THIRD PARTIES ON BEHALF OF THE SPONSOR ARE SUBJECT TO CHANGE AND PROVIDED BY WAYFOUNDER OR THIRD PARTIES “AS IS” WITHOUT ANY WARRANTY OR CONDITION, AND WITHOUT THE UNDERTAKING OF ANY DUTY, OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY DUTY (IF ANY) OF WORKMANLIKE EFFORT OR LACK OF NEGLIGENCE. THE WAYFOUNDER WEBSITE IS PROVIDED: (1) AS IS WITH ALL FAULTS; AND (2) WITHOUT ANY ASSURANCE, OR WARRANTY, CONDITION OR DUTY OF OR REGARDING: FUNCTIONALITY; PRIVACY; SECURITY; ACCURACY; AVAILABILITY; LACK OF: NEGLIGENCE, INTERRUPTION, VIRUSES OR OF OTHER HARMFUL CODE, COMPONENTS OR TRANSMISSIONS. ALSO, THERE IS NO WARRANTY BY NISSAN OR THIRD PARTIES OF TITLE OR AGAINST INFRINGEMENT OR INTERFERENCE WITH ENJOYMENT OF ANY ASPECT OF THE WEBSITE. TO THE FULL EXTENT ALLOWED BY LAW, YOU AGREE THAT NEITHER NISSAN, NOR ANY THIRD PARTIES, WILL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, DAMAGES FOR LOST PROFITS, FOR LOSS OF PRIVACY OR SECURITY, FOR LOSS OF REPUTATION, FOR FAILURE TO MEET ANY DUTY (INCLUDING WITHOUT LIMITATION ANY DUTY OF GOOD FAITH OR LACK OF NEGLIGENCE OR OF WORKMANLIKE EFFORT), OR FOR ANY OTHER SIMILAR DAMAGES WHATSOEVER THAT ARISE OUT OF OR ARE RELATED TO ANY ASPECT OF THE WEBSITE OR TO ANY BREACH OF THESE TERMS AND CONDITIONS (INCLUDING WITHOUT LIMITATION, THE PRIVACY POLICY), EVEN IF WE OR A THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCTS LIABILITY OR MISREPRESENTATION. YOU AGREE THAT YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF THESE TERMS AND CONDITIONS (INCLUDING WITHOUT LIMITATION, THE PRIVACY POLICY) AND FOR ANY AGGREGATE DAMAGES DUE YOU (OR OTHERS RELATED TO YOU) BY US OR ANY THIRD PARTIES FOR ANY REASON RELATING TO ANY PART OF THE WEBSITE, WILL BE SUBSTITUTION, CORRECTION OR REPLACEMENT OF ALL OR PART OF THE CONTENT OR SERVICE CAUSING YOUR DAMAGE (IF ANY). The damage exclusions and limitations in these Terms and Conditions are independent and will apply even if any remedy fails of its essential purpose.

Governing Law:
The Contest and the rights and obligations of all participants and Submissions shall be governed by and construed in accordance with the laws of the State of California. The California courts (state and federal) have sole jurisdiction of any controversies regarding the Contest, and you agree to waive any objections to jurisdiction and venue in those courts and hereby submit to the jurisdiction of those courts. Should any provision of these Terms and Conditions be held to be void, invalid, unenforceable, or illegal by a proper legal authority, the validity and enforceability of the other provisions shall not be affected.

Arbitration:
Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Los Angeles, California before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

Sponsor:
The sponsor for the Contest is WayFounder Holdings, LLC, 9889 S. Santa Monica Blvd. # 208, Beverly Hills, CA 90212 USA.

Privacy:
WayFounder respects your privacy. Any personally identifiable information submitted in connection with the Contest will be governed by WayFounder’s privacy policy, available at [privacy policy], and will only be used in connection with the administration of the Contest unless you expressly agree otherwise. As part of such administration, it may be necessary to share information with subcontractors, agents or partners assisting in the administration of the Contest, but any such sharing will be solely for that purpose. By entering a Submission into the Contest, you are agreeing to the transfer of your personal information and your Submission to the United States where Sponsor and its data processors are located. If you have any questions about the use of your personal information, please either write to us at the address above or electronically at support@wayfounder.com.

List of Winners:
The list of Winners receiving prizes or other recognition will be posted on the WayFounder Website after the conclusion of the judging, and may also be obtained by sending a self addressed stamped envelope to WayFounder, 9889 S. Santa Monica Blvd. # 208, Beverly Hills, CA 90212 USA.