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Black Ambition Prize Terms & Conditions

2024 Black Ambition Prize Terms & Conditions

2024 Black Ambition Prize Competition

BLACK AMBITION PRIZE TERMS AND CONDITIONS

Official Rules

NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN THIS COMPETITION. A PURCHASE OR PAYMENT WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED BY LAW AND OUTSIDE THE UNITED STATES. SUBJECT TO ALL FEDERAL, STATE, AND LOCAL LAWS, REGULATIONS, AND ORDINANCES.

PARTICIPATION CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. PLEASE READ CAREFULLY.

  1. Overview

Black Ambition Opportunity Inc (“Black Ambition” or the “Sponsor”) is a nonprofit organization focused on increasing both the pipeline of diverse entrepreneurs and the number of underrepresented entrepreneurs, many of whom will benefit from peer support, high-quality mentorship, and connections to resources, to succeed at raising the startup capital needed for their businesses. Black Ambition is pursuing these goals through a national competition focused on a broad base of diverse entrepreneurs, many of whom will benefit from peer support, high-quality mentorship and connections to resources, as further described herein (“Competition”). This premier prize Competition will culminate annually in a major national event where a select group of high-potential entrepreneurs will present in front of an audience of luminary judges and investors and be awarded cash grants. In addition to this event, Black Ambition will seek to connect the most promising entrepreneurs to venture and angel investors, and accelerator opportunities.

As further described below, to participate in the Competition, eligible participants, competing as teams, must submit their entries between February 26, 2024 at 8:00 AM Pacific Time (“PST”) and May 6, 2024 at 6:00 PM (PST) (the “Entry Period”). Teams selected as semi-finalists in accordance with the terms herein will be asked to take part in educational and evaluation activities as part of the judging process for finalists in June  – October of 2024.; Thereafter, certain teams will be selected as finalists, who will have the opportunity to present and pitch their business and business plan at a “Demo Day Event” in November 2024 (“Demo Day”).

  1. Binding Agreement

By entering the Competition, each participant (referenced herein as “you,” “your” or “Participant,” both as an individual and as part of a Team) hereby agrees to these Black Ambition Prize Competition Terms and Conditions, the Sponsor Terms of Services located here, and Sponsor’s use of your information submitted in connection with Competition in accordance with the Sponsor Privacy Policy located here (together, the “Official Rules”). Submitting an Entry (defined in Section 4.2 below) or participating on a Team that has submitted an Entry signifies your full understanding and agreement to these Official Rules. You may not participate, including by submitting an Entry or receiving any prize described in these Official Rules, unless you accept and agree to comply with these Official Rules. Unless otherwise noted, for all times provided in these Official Rules or in relation to the Competition, the applicable time zone will be Pacific Time. The Sponsor’s computer is the official time-keeping device for this Competition.

  1. Eligibility Requirements. As a condition of entry, each Participant and each Team must comply with the below eligibility requirements.

3.1. Team Eligibility Requirements

3.1.1. Makeup of Teams

In order to participate in this Competition, each participant must be part of a team (the “Team”). The minimum number of Team members is two (2) people. Each Team must, at all times, include at least one (1) “Founding Member” that identifies as Black/African/African American and/or Hispanic/Latino/Latina/Latinx. A “Founding Member” is a Team member having the title of CEO, Vice President or other C-level role (e.g., the CEO or an executive-level direct report to the CEO) of the Venture. While each Team may only submit one (1) entry in the Competition, individuals participating in a Team may compete on a maximum of two (2) different Teams, except that a Lead member (defined below) may only compete on one (1) Team. If there are two (2) or more Entries by a single Team (including by two Teams consisting of the exact same members), then only the first Entry submitted will be considered valid. If there are two (2) or more Entries by a single Lead (even if the Lead is only a Lead on one (1) of the Teams and a non-Lead Team member on another Team), then only the first Entry submitted will be considered valid. If an individual who is not a Lead is on a Team for three (3) or more Entries, then only the first two (2) Entries submitted will be considered valid. The sequence of Entries will be determined by the timestamps on each Entry, as shown by the YouNoodle platform on which the Entry was accepted. For purposes of this Competition, the “Entrant” is the Team, and not the individual Participants, who has submitted the Entry.

3.1.2. Participants

To be eligible, all Participants of an Entrant must be (a) at least eighteen (18) years of age and above the legal age of majority in their jurisdiction of legal residence as of the date of Entry, and (b) a permanent legal resident of the 50 United States or the District of Columbia, excluding Puerto Rico, as of the date of Entry. Employees, officers, directors, agents, and contractors of Black Ambition, members of their immediate families (spouses, biological or adoptive parents, step-parents, grandparents, siblings, children, and grandchildren, and each of their respective spouses, regardless of where they reside), and those living in the same household as any of the foregoing for at least three (3) months (whether related or not), are not eligible to enter the Competition or win a prize. Any person with inside information around the outcome of events referenced in the Competition is not eligible to win a prize in the Competition. Sponsor reserves the right to verify each Participant’s eligibility before, during, or after the Competition.

3.1.3. Team Lead

One Participant on each Team will be designated as the lead for the Team, in accordance with this Section 3.1.3 (the “Team Lead” or the “Lead”), who will act and make decisions on the Team’s behalf, communicate with Sponsor, and legally bind each Participant on the Team’s behalf, to the Official Rules and all decisions relevant to this Competition, including, if applicable, the prize. The Lead shall be domiciled in the U.S.. The Lead shall be the CEO or President of the Venture, or if there is no CEO or President, the Lead will be the most senior Founding Member on the Team. If there are multiple Founding Members with similarly senior roles on the Team, the Team shall select only one (1) Founding Member to be classified as the Lead. Prior to submission of an Entry, as part of the application process, the Lead will need to sign the Black Ambition Founders’ Commitment (which is featured on the application found here) and agree to these Official Rules to enter the Competition. 

3.2. Venture Eligibility Requirements

3.2.1  Industry Focus Categories

Each Team shall, in its Entry, describe the corporate entity submitted for entry into the Competition (“Venture”). Ventures must be for-profit entities validly formed and in good standing under the laws of a state within the United States as of the date of entry into the Competition, and must be open to dilutive investment.

Ventures must be focused in one of the following categories, defined below:

  • Consumer Products and Services: for-profit businesses that offer goods or services sold to consumers for their own use or enjoyment and not as means for further economic production activity.
  • Media & Entertainment: for-profit businesses focused on meeting consumer needs in creative industries inclusive of cinema, television, radio, theater, publishing, gaming, advertising and music.
  • Healthcare: for-profit businesses that provide medical services, manufacture medical equipment, provide medical insurance, or otherwise facilitate the provision of healthcare to patients.
  • Tech: for-profit businesses related to the manufacturing of electronics, or the development of software, computers or products and services relating to information technology. This vertical includes web 3 innovations offering web-based products or services that leverage speech recognition, the metaverse, cryptocurrency, NFTs, and/or augmented or virtual reality technologies to empower internet users to search for, organize, and process data. 
  • AI: for-profit businesses that leverage computer software that engages in humanlike activities or otherwise is designed to simulate human intelligence processes – including learning, planning and problem-solving. 

Each Entrant must self-select into which of these focus areas its Venture fits, and Sponsor will screen out and disqualify any Entry from Ventures that, in its sole discretion,  do not sufficiently fit in the focus area selected.

3.2.1  Additional Venture Criteria

As of the date of Entry, through and including the Demo Day, a Venture must have (i) made progress against its concept (e.g., a working prototype, minimum viable product, proof of concept, alpha product and similar earlier stage developments); and (ii) generated less than one million US dollars ($1,000,000 USD) in total dilutive funding.

Entrants who were awarded funding under the 2021, 2022, and 2023 Black Ambition Prize competitions are not eligible to enter this Competition. Entrants of the 2021, 2022, and 2023 Black Ambition Prize competitions who were not awarded funding under those competitions are eligible to enter this Competition.

3.4. Eligibility Determination; Compliance

At all times during the Competition, up to and including the receipt of the prize, all Teams and all members thereof must maintain compliance with the eligibility requirements stated in the Official Rules. Sponsor reserves the right, in its sole discretion and at any point during the Competition, to assess each Participant’s and/or Entrant’s eligibility and compliance with these Official Rules. If Sponsor requests any assistance in order to assess the Entrant’s compliance, or the compliance of any Participant thereof, you agree promptly to provide such assistance. If the requested assistance is not provided on a timely basis, or if Sponsor has reason to believe or determines that you are not complying with these Official Rules, you and/or your Team may be disqualified and forfeit any benefits or prizes received, in Sponsor’s sole discretion.

  1. Entry/Application and Contents of Project

4.1. How to Enter

In order to enter the Competition, the Lead of a Team must go to the www.blackambitionprize.com  on any internet connected web browser, click the “Prize Applications” drop down and select the Competition, and complete the application during the Entry Period, on behalf of its Team. The Lead, on behalf of a Team, must provide responses to all questions required per the instructions of the application by no later than the close of the Entry Period. Information requested includes, but is not limited to: (a) the names and contact information for each Participant; (b) a description of the Venture, including the industry focus category area and the legal status of the Venture, as well as its progress-to-date, the problem it seeks to solve, the solution provided by the Venture, and how the solution compares to alternatives; and (c) a summary of the business model and the experience and capabilities for each Participant (the “Entry”). Incomplete applications, or applications that do not otherwise meet the requirements set forth herein, will not be eligible to move to the evaluation round. The application, and all information provided, must be in the English language. By entering the Competition, the Lead represents and warrants that they are the duly authorized representative for such Team and have obtained all rights necessary to act on the Team’s behalf and all rights and permissions required by Venture to disclose information in the Entry and enter and participate in the Competition.

4.2. Entry Requirements

To be eligible for a prize in the Competition, and as part of the application, your Entry must include a video not to exceed ninety seconds that describes an original and innovative Venture in at least one of the areas described above in Section 3.2. (Eligible Industry Focus Categories), and meet the following requirements (“Entry Requirements”):

  • Must not violate, misappropriate, or infringe the rights of others including, without limitation, patent, trademark, trade secret, copyright, publicity, privacy or other proprietary rights, and must be your original work (or you must have secured all rights necessary from third parties for materials that are not original to you in order to submit and allow Sponsor to utilize the Entry) (see “Warranty” Section below for more details);
  • Must not contain any malware or be otherwise harmful to our computer system or the computer systems of others;
  • Must not impersonate or misrepresent your affiliation with any person or entity;
  • Must not be unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, or contain explicit or graphic descriptions or accounts of, sexual acts, or otherwise contain any other content that is objectionable;
  • Must not victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
  • Must meet the terms of these Official Rules and the Entry Requirements;
  • Must not contain any advertisement or solicitation unrelated to the Venture;
  • Must not contain any imagery, content, recording or other audio or visual element that is owned by a third party; and
  • Must be in English.

Immediately prior to submitting your Entry, you are required to agree to these Official Rules, on behalf of yourself and each Team Member. You will not be able to submit your Entry if you do not confirm your acceptance to these Official Rules. To be eligible, the Sponsor must receive your Entry during the Entry Period. Entries that arrive after the Entry Deadline will not be considered. Sponsor will retain possession of all materials submitted with Entries and will not acknowledge or return any Entry materials. If a dispute arises regarding the identity of the Lead submitting the Entry on behalf of the Entrant, the proper Lead will be the Authorized Account Holder of the e-mail address associated with the account used to enter the Competition. “Authorized Account Holder” is defined as the natural person who is assigned to an e-mail address by an Internet access provider, online service provider, or other organization responsible for assigning email addresses for the domain associated with the submitted e-mail address.

  1. Judging/Evaluation Process and Criteria

Sponsor will initially screen all Entries received to determine whether they comply with the basic eligibility requirements for the Competition. Sponsor reserves the right in its sole and unfettered discretion to disqualify any Entry that does not comply with this Agreement or that is not consistent with the spirit of Black Ambition or the Competition.

Entrant acknowledges and agrees that Sponsor and the Released Parties shall not have any confidentiality obligation with respect to the Entry materials, any information provided during any mentoring sessions, the Demo Day, or otherwise any information provided to Sponsor or any of their representatives in connection with the Competition. Entrant should not disclose any proprietary or confidential information to Sponsor or its representatives.

5.1. Evaluation Criteria

Sponsor, with support from independent evaluators with business, investing, and/or subject matter expertise (“Judges”), will review all Entries and score them according to the following evaluation criteria (“Evaluation Criteria”):

  • Problem and solution: Has the Entrant identified an important and unmet need, paired with a compelling solution that addresses the problem? This may include a clear description of the minimum viable product or working prototype, as applicable. (20%)
  • Addressable market and distinctive market position: What is the Venture’s addressable market, and how big is it? How well-positioned is the Venture to serve this audience (and compete with other businesses)? (30%)
  • Business model and customer acquisition: What is the Entrant’s stated plan for the Venture to acquire new customers or users, distribute the product or service, and generate revenue? What are the current metrics on month-to-month growth and traction (and, if pre-growth, what is your plan to measure and scale the business)? (20%)
  • Quality of Team: Who is helping you build your vision, including the Participants on the Team and/or employees and contractors of the Venture? What makes them a dedicated and creative founding team with the experience or skillsets to succeed? (20%)
  • Overall application: Is the application clear, concise, and compelling? (10%)

5.2. Semi-Finalist Selection

Up to 250 Entrants will be selected as semi-finalists (“Semi-Finalists”) based on scoring and distribution across industry focus categories listed above and other eligibility requirements. In the event of a tie, the tied Entrants will be re-judged based on the first three (3) criteria listed in Section 5.1 (Evaluation Criteria) above, with the Entry receiving the highest total score progressing to the next round, as applicable.

5.2.1. Semi-Finalist Notification

Teams will know whether they have been selected for the semi-finalist round within 2-3 months of the close of the Entry Period via e-mail to the e-mail address of the Lead as provided in the Entry. 

5.2.2. One-page Update Submission

All Semi-Finalists will be required to submit a supplemental application relating to the Entrant’s Venture within three (3) months of Semi-Finalist selection and notification, pursuant to instructions to be provided by Sponsor in writing,      which supplemental application includes, but is not limited to: (a) key information and changes with regard to the Venture since their initial application was submitted; and (b) responses to questions and feedback from eligibility screeners and/or Judges. If a Semi-Finalist does not complete the supplemental application in its entirety by the close of the mentorship program, then the Semi-Finalist is automatically disqualified and forfeits all rights to the prizes.

5.2.3 Due Diligence; Additional Vetting Check

Participants of a Semi-Finalist Team may be selected for additional vetting and due diligence as part of the evaluation process. By participating in the Competition, Participants agree to sign any documentation and provide any information necessary to complete said vetting and diligence. Participants who fail to provide the required information will forfeit eligibility and such Participants’ Team will be disqualified from further participation.

5.3. Finalist Selection

A panel of two (2) or more independent Judges will evaluate all of the Semi-Finalist Entrants and select fifty (50) finalist Entrants (“Finalists”) who will progress to Demo Day, who have the highest scores allocated to the Semi-Finalist Entrants, determined based on the criteria listed above. 

In the event of a tie between the evaluated Semi-Finalist Entrants, the tied Entries will be reevaluated based on the first 3 criteria listed in Section 5.1 (Evaluation Criteria) above, with the Entry receiving the highest total score progressing to Demo Day.

5.3.1. Finalist Notification

Teams will be notified whether they will advance to the Final Round within 2-3 months of being notified that they are Semi-Finalists via e-mail to the e-mail address of the Lead as provided in the Entry.

          

5.3.2. Affidavit and Release Requirement

Each Participant and the Venture may be required (and each Participant of a Semi-Finalist or Finalist Team will be required) to sign an Affidavit and Release to be provided by Sponsor, which grants to the Sponsor and its agencies the unrestricted rights to publish and use the finalists’ name, hometown, likeness, a 2-3 sentence summary of the Entry, and/or prize information for advertising and publicity purposes worldwide without limitation and without additional compensation, except where prohibited.

5.3. Winner Selection/Demo Day

All top ten (10) Finalist Teams, i.e., the ten (10) Finalist Teams with the highest scores, as determined by the Judges in accordance with Section 5.3 above, must participate in the national Demo Day event, which will take place in November 2024. At that event, select Top-Finalist Teams will pitch to a panel of      independent Judges with expertise in the industries described in Section 3.2 (Eligible Industry Focus/Categories). Winners will be chosen based on the criteria in Section 5.1. 

In the event of a tie, the tied Teams will be reevaluated based on the top three criteria set forth in Section 5.1 (Evaluation Criteria) above, with the Finalist Entrant receiving the highest score being selected to receive a prize, as applicable. Finalists will be notified whether they have won a prize, subject to winner verification, at the conclusion of the final Demo Day event on or about October or November 2024     .

5.4. Winner Verification

In order to win a prize, the potential winners must continue to comply with all terms and conditions of these Official Rules. Each Participant of the Finalist Teams, and each Venture represented by such Finalist Teams, will be required to sign a winner verification and release agreement (“Prize Documents”) with Sponsor that will include, without limitation, (i) a release of the Released Parties similar to what is set forth below in Section 13 (Nature of Relationship/Waiver of Equitable Relief), and (ii) a grant to the Sponsor and its agencies of the unrestricted rights, in their collective or individual discretion, to publish and use the winners’ name, hometown, likeness, a 2-3 sentence summary of the Entry, and/or prize information for advertising and publicity purposes (including in and in connection with the Demo Day event(s)) worldwide without limitation and without additional compensation, except where prohibited; as well as (iii) the Sponsor Grant Agreement described in Section 6.1 (Funds), below. If a Participant of an Entrant or a represented Venture that has potentially won cannot be contacted or fails to sign and return the Prize Documents within thirty (30) days or provide the required information in a timely manner, or is found to be ineligible under the Official Rules, Sponsor may disqualify the Team (including the Venture, Participants and Team Lead) from receiving a prize in Sponsor’s sole discretion. If a prize is forfeited or if winners are disqualified, or if any prize or prize notification is returned as undeliverable, at Sponsor’s sole discretion and time permitting, Sponsor may award the forfeited prize to the Finalist Team with the next highest score based on the Judges’ scoring. The Sponsor may repeat this process until a winning Team is determined in Sponsor’s sole discretion; otherwise, the prize will remain the property of Sponsor and will not be awarded. All federal, state, local and other taxes and duties that may become due as a result of winning a prize are the sole responsibility of the prize winner.

POTENTIAL FINALISTS/WINNERS ARE SUBJECT TO VERIFICATION BY SPONSOR, WHOSE DECISIONS ARE FINAL AND BINDING IN ALL MATTERS RELATED TO THE CONTEST. AN ENTRANT IS NOT A WINNER OF ANY PRIZE UNLESS AND UNTIL ENTRANT’S AND EACH PARTICIPANT’S ELIGIBILITY HAS BEEN VERIFIED AND SPONSOR HAS NOTIFIED ENTRANT THAT VERIFICATION IS COMPLETE. PRIZE DETERMINATIONS ARE IN SPONSOR’S SOLE DISCRETION, AND CANNOT BE APPEALED OR CHALLENGED.

  1. Prizes

6.1. Funds

Sponsor will award a minimum of 25 Black Ambition Prizes. The minimum aggregate value of all prizes to be awarded shall be one million five hundred thousand dollars ($1,500,000 USD) broken down as follows.

Black Ambition Grand Prize (1): $1,000,000

Second Place Prize (1): $250,000

Variable Prize awards (23): $20k -$100k, determined at Sponsor’s discretion. 

The winning Entrants will receive a transfer of funds to the commercial bank account of the Venture named in the winning Entry, or, if the Venture does not yet have a commercial bank account, to the Lead’s commercial bank account, provided the funds will be used to further the Venture. All transfers of funds will take place within sixty (60) days of notification to the prize recipients, subject to the recipient entering into a contractual agreement with Sponsor setting forth the terms and conditions governing the receipt and use of the prize funds, which terms and conditions are in Sponsor’s sole discretion (“Sponsor Grant Agreement”). If no commercial bank account exists for the Venture or the Lead, then the winning Entrant forfeits its right to receive a prize.

Sponsor may award additional prizes, in its sole discretion.

6.2. Prize Structure/Delivery

6.2.1. Delivery of Prize

The Black Ambition prize awards are generally structured as a simple agreement for future equity (“SAFE”) investment into the company prize award recipient. A SAFE is a convertible equity security that converts the SAFE holder’s value (the “investment amount”) into equity of the issuer (the company prize award recipient) upon certain triggering events as outlined therein.

6.2.2. Conditions for Delivery of the Prize

The conditions for Sponsor to deliver the prize shall be as follows:

  • Sign the Sponsor Grant Agreement provided to the winner.
  • Delivery of documentation declaring the Entrant’s legal status as a Venture.
  • Delivery of documentation confirming the organization’s good standing dated November 2024 or later
  • Completion of free Financial Counseling, as described in Section 6.3 below
  • Delivery of a completed W-9
  • Provision of EFT details to facilitate funds transfer     
  • Sign the Black Ambition information rights side letter

Sponsor reserves the right to verify that the technical and legal information declared in the Entry and any supplemental materials is valid, accurate, and complete, and, in the event that any material nonconformity is found, or a prize recipient does not complete the necessary conditions by a deadline established by the Sponsor, the Sponsor will suspend the delivery of the prize.

6.2.3. Financial award payment timing

Prize Awards for confirmed eligible winners will be disbursed in full within sixty (60) days of completion of Financial Counseling that is provided to prize winners after Demo Day.

6.3. Financial Counseling

All prize winners must participate in a free one (1) hour financial literacy and planning counseling session, to be provided through Sponsor (the “Financial Counseling”). At least one representative from the Team must participate in the Financial Counseling.

6.4. Additional Conditions/Restrictions on Prize

Limit one (1) prize per Team and per Entry. Any and all applicable federal, state, and local taxes and all fees and expenses related to acceptance and use of any prize amount not specifically stated herein are the sole responsibility of the Venture and Lead. Prize awards cannot be substituted, assigned, or transferred; however, Sponsor reserves the right to make prize substitutions at its sole discretion. Sponsor will not replace any lost or stolen prizes or components of a prize(s).

6.5. Monitoring and Reporting

All Participants in the Competition will be asked to participate in follow-up surveys to share their experience with the Competition to help improve future competitions. Additionally, all prize winners will be asked to participate in follow-up surveys in subsequent years to share the progress of their Ventures, so that Black Ambition can stay informed and provide guidance designed to be helpful to winners.

  1. Publicity and Intellectual Property Release

EXCEPT WHERE PROHIBITED BY LAW, BY PARTICIPATING IN THIS COMPETITION, PARTICIPANT CONSENTS TO THE USE BY SPONSOR AND ITS AUTHORIZED EMPLOYEES, REPRESENTATIVES, CONTRACTORS, OR THOSE ACTING AT ITS DIRECTION, OF THE PARTICIPANT’S LIKENESS, PHOTOGRAPH, AUDIO-VISUAL FOOTAGE, NAME, BIOGRAPHICAL INFORMATION, A 2-3 SENTENCE SUMMARY OF THE ENTRY, VOICE, OR ANY OTHER RECORD OF PARTICIPATION IN ANY COMPETITION-RELATED EVENT FOR ADVERTISING AND PUBLICITY PURPOSES IN ANY AND ALL MEDIA, NOW KNOWN OR HEREAFTER DEVELOPED, WORLDWIDE (INCLUDING WINNERS LIST) WITHOUT ADDITIONAL COMPENSATION OR NOTIFICATION. IN ADDITION, PARTICIPANT HEREBY AUTHORIZES SPONSOR AND ITS AUTHORIZED EMPLOYEES, REPRESENTATIVES, CONTRACTORS, OR THOSE ACTING AT ITS DIRECTION, TO FILM, PHOTOGRAPH AND INTERVIEW PARTICIPANT AND OTHERWISE DOCUMENT PARTICIPANT’S PARTICIPATION IN ANY COMPETITION-RELATED EVENT, AND WITH RESPECT THERETO, PARTICIPANT HEREBY TRANSFERS AND ASSIGNS TO SPONSOR, ALL RIGHT, TITLE AND INTEREST IN AND TO ANY AND ALL INTERVIEWS, PHOTOGRAPHIC IMAGES, VIDEO AND AUDIO RECORDINGS, AND STATISTICAL MEASUREMENTS THAT INCORPORATE PARTICIPANT’S DEMOGRAPHIC INFORMATION. PARTICIPANT HEREBY WAIVES ANY RIGHT TO INSPECT OR APPROVE THE FOREGOING, ANY MATERIALS THAT MAY BE USED IN CONNECTION WITH THE FOREGOING, OR THE USE TO WHICH THEY MAY BE APPLIED.

PARTICIPANT HEREBY GRANTS TO SPONSOR AND ITS AUTHORIZED EMPLOYEES, REPRESENTATIVES, CONTRACTORS, OR THOSE ACTING AT ITS DIRECTION, A LIMITED, NONEXCLUSIVE, IRREVOCABLE, WORLDWIDE LICENSE TO THE ENTRY AND ANY OTHER COMMUNICATIONS, CREATIVE SUGGESTIONS, IDEAS, NOTES, CONCEPTS OR OTHER MATERIALS THAT PARTICIPANT MAY SUBMIT TO SPONSOR OR POST TO WWW.BLACKAMBITIONPRIZE.COM IN CONNECTION WITH THIS COMPETITION (COLLECTIVELY WITH THE ENTRY, “SUBMISSIONS”) TO EDIT, MODIFY, PUBLISH, REPRODUCE, USE, DISCLOSE, DISSEMINATE AND DISTRIBUTE THE ENTRY SUBMITTED BY PARTICIPANT OR PARTICIPANT’S TEAM FOR PURPOSES OF ADMINISTERING THE COMPETITION, INCLUDING AS FOLLOWS:

  • TO CONDUCT THE SELECTION PROCESS DESCRIBED ABOVE, BY SHARING THE ENTRY OR SECTIONS OF THE ENTRY WITH INDEPENDENT EVALUATORS AND JUDGES TO REVIEW;
  • TO PUBLICIZE AND MARKET BLACK AMBITION, BY SHARING A 2-3 SENTENCE SUMMARY OF THE ENTRY ON BLACK AMBITION’S OWNED OR CONTROLLED WEBSITES, SOCIAL MEDIA CHANNELS, AND MARKETING AND PROMOTIONAL MATERIALS, IN ANY AND ALL MEDIA NOW KNOWN OR HEREAFTER DISCOVERED;
  • TO EVALUATE AND IMPROVE THE DESIGN OF FUTURE COMPETITIONS, BY SHARING A 2-3 SENTENCE SUMMARY OF THE ENTRY IN PROGRAM MATERIALS AND DEMOGRAPHIC INFORMATION FOR PURPOSES OF STATISTICAL MEASUREMENTS.

IF ANY USE BY SPONSOR OF THE SUBMISSIONS CAUSES IT TO BE LIABLE TO ANY THIRD-PARTY, E.G., DUE TO ENTRANT’S PLAGIARISM OR INFRINGEMENT OF ANOTHER’S INTELLECTUAL PROPERTY RIGHTS, ENTRANT AGREES TO INDEMNIFY AND DEFEND SPONSOR AND ITS AGENTS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, REPRESENTATIVES AND ALL RELATED PARTIES FROM AND AGAINST ANY AND ALL DAMAGES, COSTS, JUDGMENTS AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES) WHICH IT INCURS AS A RESULT OF SPONSOR’S USE OF THE SUBMISSIONS.

  1. Warranties

Each Participant and each Entrant (on behalf of the Team and Venture) warrants and represents as follows:

  • The Participant and Entrant shall not violate any intellectual property rights, confidentiality obligation, right of privacy, or other right of any person or entity.
  • The information provided by Participant and Entrant throughout the Competition is accurate and complete. Each Entrant and Participant understands that in the event Participant or Entrant has failed to disclose any relevant information which may have impacted Sponsor’s decision to select and support the Venture identified in the Entry, or has provided false information, Sponsor will be entitled to rescind any Sponsor Grant Agreement with immediate effect, in addition to any other remedies available by contract or by law.
  1. Legal Status

Nothing contained herein or relating to the Competition (including the prize) shall be construed as establishing or creating an employer/employee relationship with Sponsor. Sponsor shall not be responsible for any loss, accident, damage or injury suffered by the Participants, arising during or as a result of participation in the Competition, including travel, whether sustained on Sponsor’s premises or not.

  1. Electronic Communications

Participant acknowledges and agrees to electronic communication and delivery of all documents related to the Competition as designated by Sponsor. Participant further acknowledges and agrees to:

(i) the transfer of your personal data to the United States of America and for it to be stored on the Sponsor’s servers there;

(ii) the act of clicking your consent to these Official Rules as a binding form of your electronic signature, which will bind you to these Rules; and

(iii) represent that all information provided by Participant and Team will be complete, current, and accurate.

  1. Limitation of Liability/Release

By participating in the Competition, Participants personally and on behalf of their relatives, heirs, assignees, successors, executors, and administrators, and employers (if applicable) hereby permanently, irrevocably and forever waive and release any and all rights, demands, losses, liabilities, claims and causes of action whatsoever which you may now or hereafter be entitled to assert against the Sponsor, as well as all others associated with the development and execution of the Competition (collectively, the “Released Parties”), including, but not limited to (i) any death, injury, loss of enjoyment or other harm or loss of any nature whatsoever caused by, contributed to, or arising out of the Competition and/or any prize awarded, (ii) any claim or demand for additional compensation or any other claim or demand related to the Competition or what the Sponsor provides, (iii) any claim related to unauthorized human intervention in the Competition or technical errors that may impair your ability to participate in the Competition, (iv) any claims related to errors in the administration of the Competition, (v) any claims or allegations that your Entry infringes any copyright, trademark, or any other intellectual property right, (vi) disputes between Entrants, (vi) disputes between Entrants and their employers, (vii) claims relating to damage to persons or property relating in any way to your participation in the Competition, and forever release and discharge the Released Parties from any and all liability with respect thereto. The Released Parties assume no responsibility for any error, omission, interruption, deletion, defect, or delay in operation or transmission; communications line failure; theft or destruction of or unauthorized access to the Website or any other website involved in the Competition, or any registration, voting, judging or winner selection. YOU FURTHER AGREE THAT IN NO EVENT SHALL SPONSOR BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED TO PARTICIPATION IN THE COMPETITION OR THE USE OF ANY SPONSOR MATERIALS BY YOU OR ANYONE ELSE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF SPONSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF SUCH DAMAGES ARE FORESEEABLE.

Nothing in these Official Rules shall be interpreted as granting you permission to use or display any of the Sponsor’s trademarks (including any logo or brand) or rights in any Sponsor technologies or intellectual property. Moreover, nothing shall permit you to promote your participation or involvement in the Competition without Sponsor’s prior written consent.

  1. General Conditions

Sponsor reserves the right, in its sole discretion, to disqualify and seek damages from any individual or Participant who does not comply with any provision of these Official Rules, cheats, tampers with or manipulates the operation of the Competition, or otherwise acts in a disruptive or inappropriate manner.

The Sponsor is not responsible for late, erroneous, misdirected or incomplete entries, or for any computer-related, online, telephonic, or technical malfunctions that may occur. Proof of transmission does not constitute proof of entry. Entries will be considered void if they are in whole or in part illegible, incomplete, damaged, irregular, altered, counterfeit, produced in error, forged, mechanically reproduced or obtained through fraud or theft, or if they contain an Entry that does not meet the requirements.

Sponsor’s failure to enforce any term of these Official Rules shall not constitute a waiver of that provision; to be enforceable, a waiver must be in writing and signed by an authorized representative of Sponsor. If any part of these Official Rules is held by a court to be contrary to law, that part shall be changed and interpreted so as to best accomplish the objectives of the original parties to the fullest extent allowed by law, and the remaining parts of these Official Rules will remain in full force and effect.

  1. Nature of Relationship/Waiver of Equitable Relief:

Each Participant understands and acknowledges that Sponsor has wide access to ideas, designs, and other materials, and that new ideas are constantly being submitted to it or being developed by Sponsor’s own employees. Each Participant also acknowledges that many ideas may be competitive with, or similar or identical to the Entry and/or each other in theme, idea, format or other respects. Each Participant acknowledges and agrees that neither the Participant (nor the Entrant) will not be entitled to any compensation as a result of Sponsor’s use of any material that is similar or identical to such Participant’s or Entrant’s own Entry. Each Participant acknowledges and agrees that the Sponsor does not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of the copyright in and to the Submission. Finally, each Participant acknowledges that, with respect to any claim by Participant relating to or arising out of Sponsor’s actual or alleged exploitation or use of any Entry or other material submitted in connection with the Competition, the damage, if any, thereby caused to the applicable Participant will not be irreparable or otherwise sufficient to entitle such Participant to seek injunctive or other equitable relief or in any way enjoin the production, distribution, exhibition or other exploitation of the Entry or any material based on or allegedly based on the Entry, and the Participant’s rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.

  1. Ability to Modify or Terminate

The Competition will be provided by Sponsor “as is” without a warranty of any kind. In the event that the operation, security, or administration of the Competition is in Sponsor’s judgment impaired in any way, Sponsor may, in its sole discretion, without limitation: (a) suspend the Competition to address the impairment and then resume the Competition; (b) cancel the Competition and award the prize(s) according to the criteria set forth above from among the eligible Entries received up to the time of the impairment; and/or (c) take any other reasonable action as Sponsor deems necessary and appropriate to the circumstances in Sponsor’s sole discretion. Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Competition. Sponsor reserves the right at its sole discretion to modify the Official Rules at any time and for any reason. If the Official Rules are modified, Sponsor will post the updated Official Rules on the Website. In the event Sponsor modifies the Official Rules, your submitting an Entry, continued participation in the Competition, or receiving a prize shall indicate your acceptance of the modified Official Rules.

  1. Force Majeure

Without limiting Sponsor’s other rights set forth in this these Official Rules, Sponsor hereby retains the right (in its sole discretion) to suspend, modify and/or terminate the Competition and/or award of any prize in the event that completion of the Competition is prevented or interrupted because of force majeure events, including any strike, fire, war, terrorist, or governmental action, illness, epidemic, pandemic, or any disruptive event beyond its control. In the event of Force Majeure suspension or postponement, the Competition and/or award of the prize shall be deemed extended by a period equivalent to any period(s) of suspension, unless otherwise announced on the Website.

Notwithstanding the foregoing, no termination hereunder shall affect Sponsor’s rights hereunder or any of its rights in and to the Competition, which shall remain in full force and effect.

  1. Disputes/Choice of Law

The Competition is governed by the laws of California, without regard to the conflicts of law provisions. These Official Rules are and will be made in and will be construed and enforced solely in accordance with the laws of California.

All disputes, claims or demands that relate to these Official Rules will first be brought to the attention of the other party. The receiving party will have sixty (60) days from the date of such notice to remedy the described breach or violation and notify the complaining party in writing of the resolution. If the dispute, claim or demand is not resolved to the satisfaction of the complainant within sixty (60) days, the complainant may request an informal resolution conference (mediation), which if agreed to by the other party will be scheduled to occur within twenty-one (21) days of the written response. Each party will have the right to be represented at such a conference by legal counsel and will ensure that a decision-maker with full and complete authority to resolve the dispute on behalf of such party attends the conference. Such conference will be in front of a third-party mediator mutually chosen by the parties. If the parties do not agree to conference or are unable to resolve a dispute after such a conference, the parties agree that exclusive jurisdiction for any dispute, claim or demand related in any way to these Official Rules will be decided individually, without resort to any form of class action, by binding arbitration. All disputes between the parties, of whatsoever kind or nature arising out of these Official Rules, will be submitted to JAMS for binding arbitration under its rules then in effect in California, before one arbitrator to be mutually agreed upon by both parties. The parties agree to share equally in the arbitration costs incurred.

  1. Personal Information and Privacy
    Any personal information sent to, shared with or collected by Sponsor in connection with this Competition shall be used for the administration of the Competition and as otherwise permitted under Sponsor’s Privacy Policy found here.
  1. Questions
    Questions may be addressed to the following e-mail address: info@blackambitionprize.com
  1. Winners List
    For the name of the winners, send an email to info@blackambitionprize.com with “Request for list of 2024 Prize winners” in the subject line. Requests must be received no later than sixty (60) days after the end of the Demo Day.
  1. Sponsor
    Black Ambition Opportunity Inc, 360 NW 27th St. Miami, FL 33127

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