BINDING AGREEMENT
Please read these Challenge Terms and Conditions carefully prior to entry, to ensure that You understand and agree with the Challenge Terms and Conditions. You agree hat submission of an Entry to the Challenge constitutes your acceptance of these Challenge Terms and Conditions and that there is a binding agreement between You and the Challenge Sponsors on the terms set out herein with respect to the Challenge (“Agreement”).
DEFINITIONS
“Challenge” refers to the CODERHACKx 2023
“Challenge Period” refers to the duration of the Challenge as specified on the Challenge Website
“Challenge Sponsors” refers to ELEVANDI
“Challenge Task” refers to the Challenge task as specified on the Challenge Website
“Challenge Website” refers to https://hackolosseum.apixplatform.com/h1/coderhackx2023
“Entry” or “Entries” refers to a Participant’s submission(s) to the Challenge
“Participant” or “You” refers to every individual or a team that submits an Entry to the Challenge, whether as an individual or as a team.
“Requirements” refers to the submission requirements as specified on the Challenge Website
TERMS AND CONDITIONS
1. Challenge Entry. To enter the Challenge, You must egister on the Challenge Website and follow the instructions for developing and submitting your Entry through the challenge Website. Your Entry(ies) must be made in the manner and format set forth on the Challenge Website. Entries must be received prior to the Entry deadlines set forth on the Challenge Website. Entries must be submitted only in English. Entries are void if any part thereof is illegible, incomplete, damaged, altered, counterfeit, obtained through fraud, or late. The Challenge Sponsors reserves the right, at their sole discretion, to disqualify any Participant who makes an Entry that does not meet the Requirements as specified on the Challenge Website and/or the Challenge Terms and Conditions.
2. Challenge Eligibility. To be eligible to enter the Challenge, You must:
I. be a registered account holder on the Challenge Website; and
II. be: A. at least 18 years old; B.You are not from countries that are identified as high-risk or other monitored jurisdictions by the Financial Action Task Force and not part of any list of embargoed countries.
Please note that:
a. The Challenge Sponsors reserve the right to verify eligibility and to adjudicate on any dispute at any time. If the Challenge Sponsors determine, in their absolute discretion and opinion, that You have provided any false or incorrect information to the Challenge Sponsors, You shall be immediately disqualified from the Challenge.
b. Unless otherwise set forth in the Challenge Rules, employees, interns, apprentices, contractors, officers and directors of the Challenge Sponsors and their parent companies, subsidiaries, affiliates, and their respective directors, officers, employees, advertising and promotion agencies, representatives, and agents (“Challenge Entities”) may enter and participate in the Challenge but are not eligible to win any prizes.
3. Challenge Participation. Subject to the eligibility criteria in Clause 2 and the following terms, You may participate as an individual, or form a team with other individuals or companies (“Team”), provided that the Team does not exceed the maximum team size set forth on the Challenge Website. If your situation does not fall under the two categories below, please contact the Challenge Sponsors via the Challenge Website for clarifications.
a. Individuals. You may submit your Entry(ies) only through the registered account on the Challenge Website. You will be disqualified if You submit your Entry(ies) through more than one account, or attempt to falsify an account to act as your proxy.
b. Teams**.** You can join or form only ONE Team; You must register through the Challenge Website and submit your Entry(ies) as a Team. The individual information of each Team member will need to be furnished during the submission process and each Team must designate a Team Captain. Once an Entry is made and the Team is registered through the Challenge Website, no splitting, disbanding, merging with other Participants or Teams, or removal of members is permitted without the written approval from the Challenge Sponsors.
4. External Data. You may use external data to develop and test your models and Entries, provided that You have the right and authority to use such external data for the purposes of the Challenge, and to share such external data with the Challenge Sponsor as may be required. You shall be liable for and shall indemnify and hold harmless the Challenge Sponsor from and against any third-party claims, damages or loss that may arise from Your use of any external data for the Challenge.
5. Intellectual Property Rights (IPR). Please see the following sub-clauses.
a. Background IPR. All rights, title and interests in and to any intellectual property rights (IPR) created prior to or independently of the Challenge which a Participant has the right, through ownership or an appropriate licence, to submit as an Entry to the Challenge and which is used or disclosed by the Participant for the purposes of the Challenge (Background IPR) shall remain unaffected. Except as expressly licensed under these Challenge Terms and Conditions, no party is granted any right or interest in and to the other party’s Background IPR.
b. Foreground IPR. IPR to all models, source code or any other assets created in the course of the participation in the Challenge and forming part of the Entry, either individually and/or as a Team, shall remain the property of such Participant/Team (as applicable).
c. Submission of Entries. By the submission of Entries, all Participants shall automatically grant to the Challenge Sponsors a perpetual, irrevocable, royalty-free, worldwide, and non-exclusive licence to use, store and make copies of any of the Entries for the following purposes:
I. to use, reproduce, publicly perform, publicly display and create a derivative work from, any Entry that Participant submits, solely for allowing the Challenge Sponsors to test and evaluate the Entry for the purposes of the Challenge.
II. to advertise, display, demonstrate, or otherwise promote the Challenge. Participant specifically agrees that the Challenge Sponsors, shall have the right to use, reproduce, publicly perform, and publicly display the Entries in connection with the advertising and promotion of the Challenge via communication to the public or other groups, including, but not limited to the right to make screenshots, animations and video clips available for promotional purposes.
III. For academic research, education, and non-commercial use.
d. You represent and warrant that You have the unrestricted rights to grant the
license set out in Clause 5c.
6. Prizes. Details of all prizes are provided on the Challenge website. All prizes are subject to Challenge Sponsors’ review and verification of the Participant’s eligibility and compliance with these Challenge Terms and Conditions, and the compliance of the winning Entries with the Requirements. The Entries will be reviewed based on the evaluation metrics posted on the Challenge Website. Challenge Sponsors reserve the right, at their sole and absolute discretion, to not award any prizes for the Challenge, should the number of Entries received and/or the quality of these Entries not meet the expected levels. The Challenge Sponsors’ decision shall be final and binding. A prize winner may decline accepting the prize by notifying Challenge Sponsors directly within one (1) week from receipt of win notification in which case such prize winner shall forego any prize or other benefits associated with winning the Challenge. Challenge Sponsors reserve the right to disqualify a Participant who so declines the prize.
7. Winner’s Obligations. As a condition to being awarded a prize, a prize winner must sign and return all prize acceptance documents as may be required by Challenge Sponsors, including without limitation eligibility certifications and other relevant materials requested by Challenge Sponsors for verification purposes. Prize winners must submit all required documents within five (5) days of receiving a notification from the Challenge Sponsors, or such winner will be deemed to have forfeited the prize
and another winner may be selected by the Challenge Sponsors at their sole and absolute discretion. Prize(s) shall be awarded within approximately thirty (30)
days after receipt by Challenge Sponsors of the required prize acceptance documents. Transfer or assignment of a prize is not allowed.
8. Taxes. All taxes imposed on prizes are the sole responsibility of the winners. Prizes will be net of any taxes that Challenge Sponsors are required by law to withhold.
9. Disqualifying Behaviour. Challenge Sponsors reserve the right to disqualify any Participant from the Challenge if, at the sole discretion of Challenge Sponsors, there is a reason to believe that the Participant has attempted to undermine the legitimate operation of the Challenge by cheating, deception, or other unfair playing practices or for any abuse, threats or harassments of any other Participants or Challenge Sponsors. Challenge Sponsors further reserve the right to disqualify any Participant who tampers with the submission process or any other part of the Challenge or Challenge Website. Any attempt by a Participant to deliberately damage any website, including the Challenge Website, or undermine the legitimate operation of the Challenge is a violation of criminal and civil laws and should such an attempt be made, Challenge Sponsors reserve the right to seek damages from any such Participant to the fullest extent of the applicable law.
10. Privacy. You acknowledge and agree that Challenge Sponsors may collect, store, share and otherwise use personally identifiable information provided during the registration process and the Challenge, including, but not limited to, name, mailing address, phone number, and email address. Challenge Sponsors will use this information in accordance with their Privacy Policy, including for administering the Challenge. Your information may also be transferred to countries outside the country of your residence. Such other countries may not have privacy laws and regulations similar to those of the country of your residence. The Challenge Sponsors are committed to safeguard the privacy and confidentiality of your personal data. By participating in this Challenge and/or accepting any of the prizes awarded, You acknowledge that the Challenge Sponsors may use your name, trademark, address, comments, likenesses, photos (incl. photos taken of the winners at the Prize Ceremony), and descriptions of your ideas in publicity or advertising campaigns or materials concerning the Challenge or otherwise in any medium now known or hereafter devised (including the Internet or other interactive networks) at any place or time without further compensation or right of review, and You agree to waive your rights with respect to any such publicity and advertising.
11. Warranty. You warrant that your Entry is your own original work and, as such, You are the sole and exclusive owner and rights holder of the Entry, and You have the right to make the Entry and grant all required licences. You agree not to submit any Entry that: (i) infringes any third party proprietary rights, intellectual property rights, industrial
property rights, personal or moral rights or any other rights, including without limitation, copyright, trademark, patent, trade secret, privacy, publicity or confidentiality obligations; or (ii) otherwise violates any applicable state or federal law.
12. Indemnity. To the maximum extent permitted by law, You indemnify and agree to keep indemnified Challenge Sponsors at all timesfrom and against any liability, claims, demands, losses, damages, costs and expenses resulting from any act, default or omission by You and/or a breach of any warranty set forth herein. To the maximum extent permitted by law, You agree to defend, indemnify and hold harmless the Challenge Sponsors from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorney’s fees) arising out of or accruing from: (a) your Entry or other material uploaded or otherwise provided by You that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or entity, or defames any person or violates their rights of publicity or privacy; (b) any misrepresentation made by You in connection with the Challenge; (c) any non-compliance by You with these Challenge Terms and Conditions; (d) claims brought by persons or entities other than the parties to these Challenge Terms and Conditions arising from or related to your
involvement with the Challenge; (e) your acceptance, possession, misuse or use of any prize, or your participation in the Challenge and any Challenge -related activity and (f) your use of any external dataset.
13. Release. You hereby release Challenge Sponsors from any liability associated with: (a) any malfunction or other problem with the Challenge Website; (b) any error in the collection, processing, or retention of any Entry; or (c) any typographical or other error in the printing, offering or announcement of any prize, finalists or winners.
14. Internet. Challenge Sponsors are not responsible for any malfunction of the Challenge Website or any late, lost, damaged, misdirected, incomplete, illegible, undeliverable, or destroyed Entries or entry materials due to system errors, failed, incomplete or garbled computer or other telecommunication transmission malfunctions, hardware or software failures of any kind, lost or unavailable network connections, typographical or system/human errors and failures, technical malfunction(s) of any telephone network or lines, cable connections, satellite transmissions, servers or providers, or computer equipment, traffic congestion on the Internet or at the Challenge Website, or any combination thereof, which may limit a Participant’s ability to participate.
15. Right to cancel, modify. If for any reason the Challenge is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures,or any other causes which corrupt or affect the administration, security, fairness, integrity, or proper conduct of the Challenge, Challenge Sponsors reserve the right at their sole discretion to cancel, terminate, modify or suspend the Challenge.
16. Not an offer or contract of employment. Unless otherwise specifically provided under the Challenge Website, under no circumstances shall the submission of an Entry, the awarding of a prize, or anything in these Challenge Terms and Conditions be construed as an offer or contract of employment with the Challenge Sponsors. You acknowledge that You have submitted your Entry voluntarily and not in confidence or in trust. You acknowledge that no confidential, fiduciary, agency or other relationship or
implied-in-fact contract now exists between You and the Challenge Sponsors, and that no such relationship is established by your submission of the Entry.
17. Governing Law. Unless otherwise provided in the Challenge Rules above, this Agreement will be governed by Singapore law. You agree that to submit to the exclusive jurisdiction of the courts of the Republic of Singapore for any claims or disputes arising in relation with the Challenge. A person who is not a party to the Agreement has not right under the Contracts (Rights of Third Parties) Act 2001 to enforce any of these terms and conditions.
18. Dispute Resolution. Any dispute arising from or in connection with this Agreement, including any question regarding its existence, validity or termination, shall first be referred to the authorised representatives of the Parties for amicable settlement through good faith negotiations. Any dispute which cannot be resolved by amicable discussions within thirty (30) days of referral shall be submitted to the Presidents (or equivalent) of the respective Parties or their nominees for resolution. If the Parties fail to resolve such dispute through good faith negotiations, such dispute shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (the SIAC) in accordance with the Arbitration Rules of the SIAC (SIAC Rules) for the time being in force, which rules are deemed to be incorporated by reference in this Clause. The seat of the arbitration shall be Singapore. The tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.
19. Severability. If any provision of these Challenge Rules is held to be invalid or unenforceable, all remaining provisions of the Challenge Rules will remain in full force and effect.
