TERMS AND CONDITIONS APPLICABLE TO ANY SUBMISSION MADE ON THE PROJECT GREENLIGHT (PGL) PLATFORM

By making the submission of an idea (the “Submission”) to one of PGL’s Innovation Calls (“I Calls”) on the Platform, you agree to be bound by the Terms of Use applicable to our website https://projectgreenlight.io/ and by our Privacy Policy.

By making a submission using the PGL platform, you unconditionally agree to the following terms and conditions:

1. Eligibility, contents and use of the submission

1.1 Only corporations may make a Submission proposing new and innovative technologies and/or practices to be used by PGL members. The ICall process is not open to any PGL director, officer, employee, or any family members of PGL’s directors, officers or employees.

1.2 In order to make a Submission on the Platform, you are required to create a user account. To create a user account, you must provide a business email address and create a password, according to PGL’s Privacy policy. You are solely responsible for maintaining the secrecy of your account password. Your account is only for your use. You may not authorize others to use your account or transfer your account to any other person. You agree that PGL is not responsible for another party’s access to your account that results from misappropriation of your log-in details. You agree that you will notify PGL promptly of any unauthorized access or use of your account by contacting us at john@projectgreenlight.io.

1.3 You agree that your Submission will be submitted in the English language and does not contain any material that is unlawful, obscene, defamatory, threatening, an invasion of privacy, objectionable or infringes the intellectual property rights of any third party, and does not consist of or contain software viruses, commercial solicitation or any form of “spam”. You agree not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of your Submission.

1.4 Upon making your Submission to PGL, you confirm the Submission:

a) is original, and any intellectual property right associated with your Submission is owned by you; and

b) you assign to PGL an irrevocable, non-exclusive, royalty-free, right and to use, publish, reproduce, copy, store, modify, adapt, publish, translate a substantial part of the Submission, or idea contained in the Submission, world-wide, without compensation payable to you. On the basis of this license, PGL will use the intellectual property material to send the Submission to Members and promote the successful outcome in case of a launch of a project.

1.5 You irrevocably waive all moral rights in and to the Submission. You further confirm that your Submission will not violate this Agreement and will not cause injury to any person or entity.

1.6 PGL reserves the right to consider or make use of your Submission or notify you further regarding your submission, or, PGL may, at its complete discretion, use, modify or adapt, all, or part of the Submission, without:

a) obtaining your consent;

b) acknowledging your association with the contents of your Submission; or

c) further contact with you.

1.7 If PGL invites you to participate in the implementation of your Submission, in whole or in part at PGL’s complete discretion, you agree that PGL will:

a) control all media releases of you as a Selected Participant, including all media announcements to publicly acknowledge or associate you with implementation of your Submission by using your business name and image in any future publicity materials or announcement;

b) require you to participate in any reasonable publicity required by PGL; and

c) enter into a written agreement with you regarding the implementation of the idea contained in your Submission, on such other terms and conditions as determined by PGL, which will supersede and replace this Agreement.

1.8 Your Submission should not contain any confidential information that you do not want disclosed to PGL or to the public at large. You acknowledge that PGL is subject to the Freedom of Information and Protection of Privacy Act (“FIPPA”) and your Submission may be subject to disclosure under FIPPA. This information will be collected, used and disclosed in accordance with the PGL’s Privacy policy. If you have any questions about the collection, use, or disclosure of this information, please contact us at john@projectgreenlight.io.

2. Evaluation process

2.1 Your Submission will be evaluated by PGL’s PMT (“Project Greenlight Team”) including staff from the Vancouver Economic Commission and Foresight) with possible external support by Foresight’s advisory network, using the criteria found in Appendix A. Note that this evaluation criteria may change over time.

3. Selection process

3.1 PGL, in its entire discretion, using the selection criteria outlined in paragraph 2.1 (and Appendix A) will select one or more Submissions and invite the selected participants (the “Selected Participants”) to present their Submission to a decision-making body of the PGL member organization.

3.2 PGL may select one or more Selected Participants, and all, or part of their respective ideas contained in the Submissions; Members will then enter into a comprehensive written legal agreement with the Selected Participants if they decide to go forward with the Selected Participant’s Submission; This agreement clarify the ownership and licensing of the intellectual property rights for the ideas contained in the Submissions and the rights and obligations of the parties going forward.

3.3 PGL’s decision on considering, or selecting, all, or part of a Submission, or the Selected Participants will be final and not subject to review or appeal.

4.Platform policies, modification and severability

PGL reserves the right to make changes to the ICall process. The changes or additional terms or conditions are effective immediately upon their posting on the Platform.

5. Copyright and intellectual property rights

Upon you making the Submission, you grant PGL a non-exclusive license on the intellectual property rights in and to any idea, or expression of that idea, contained in the Submission, including without limiting the generality of the foregoing, any and all copyright, in and to the information in the Submission, including all text, graphics, images, HTML code, multimedia clips, icons, and/or any modification or improvement or compilation of the contents of the Submission that you or PGL may make. On the basis of this license, PGL will use the intellectual property material to send the Submission to Members and promote the successful outcome in case of a launch of a project.

6. Limitation of liability

6.1 The ICall process is provided in good faith on an “as is” basis at the time of you submitting your Submission.

6.2 PGL takes no responsibility and assumes no liability for any Submission submitted by you to either you, or any third party.

6.3 PGL is not responsible or liable:

a) To compensate you for making a Submission or accept any liability for any loss or damages or disappointment occurring as a result of your Submission not being selected; and

b) for any direct, indirect, incidental, consequential or other losses or damages resulting from PGL’s use of your Submission or the use of any idea in the Submission, or for the misuse or misinterpretation of any content in the Submission.

7. Indemnity

In making your Submission to PGL on this Platform, you agree to indemnify, defend and hold harmless PGL, its subsidiaries and their respective directors, officials, officers, employees and authorized representatives from and against any liability, loss injury (including injuries resulting in death), damages, demands, actions, costs, expense, or claims of any kind, including but not limited to lawyer’s fees, relating in any way to PGL’s use of your Submission or your use of this Platform.
 

Appendix A – Assessment Criteria

Assessment #1: Pre-screening/general evaluation

Pre-screening of incoming submissions, whether for specific challenges or as part of an open call, involves evaluating the information contained in the submission survey along with the results of a short assessment completed by Project Greenlight. These are explained below.

Submission survey

The following questions are included in every submission form, and help to qualify the submitting innovator:

• When was your company founded?
• How many employees?
• How many engineers/technical staff?
• Is your company a consultancy/service provider?
• Does your company own the IP associated with the proposed solution?
• How are you primarily funded (debt/equity, non-dilutive grants, proceeds from business activities, self)?
• What is your funding runway? (<3 months, 3-6 months, 6-12 months, 12+ months)
• Has your organization received non-dilutive funding through any Canadian innovation funding body? If yes, which one(s)? (IRAP, SRED, SDTC etc.)
• If you have received non-dilutive funding, what range of funding did you receive? (<100K, 100K-250K, 250K-500K, 500K-2 million, 2+ million)
• Is your company pre-revenue?
• What is your average CAGR for last five years (can use number of employees, revenue, yearly R&D budget)?
• What is the Technology Readiness Level (TRL) of your solution?

Pre-screening assessment

The pre-screening assessment is completed by the PMT, and includes the following criteria:

• Submission fit: Determines on a scale of one to five how well the submission addresses either the requirements of a specific challenge, or the priorities for open submissions stated by the member
• Full or partial submission: Indicates whether the submission addresses all constraints and requirements of a challenge, or only a key portion
• Initial TRL assessment: Different from the TRL level requested in the submission survey, this is assessed by the PMT based on available information
• Potential impact: Determines the impact of the solution, on a scale of one to five, based on the goals of the challenge, whether environmental, public health, supporting the green economy etc.
• Brief market scan: Uncovers the competitive position of a company’s solution and value proposition

Based on the information gathered in the submission survey and pre-screening assessment, the PMT will leverage their experience and knowledge of running open innovation challenges to decide whether or not to shortlist a submission. Shortlisted companies are scheduled for a 30-minute introductory phone call to clarify and confirm key details, which are included in the final shortlist document provided to the member.

Submissions that are not shortlisted are provided constructive feedback, and invited to provide more detail and/or offered opportunities to leverage Foresight and other partner programs to advance their solutions.

Assessment #2: Submission operational risk evaluation

This assessment includes metrics evaluating submissions against critical operational risks that have historically impacted the onboarding of new technology within member organizations. These criteria are often go/no-go, and therefor important to address prior to evaluating the overall submission. Metrics include:

• IT risk
• HR compliance
• Occupational health and safety risks
• Privacy Impact Assessment (PIA)
• Vendor channel conflict risk

Note that member representatives responsible for each of the above departments or compliance criteria are welcome to request further information, so they feel comfortable signing off on the shortlisted submission before proceeding to the next level of evaluation.

Assessment #3: Submission pitch evaluation

This assessment links each submission to the requirements and performance metrics highlighted in the challenge statement and pitch sessions. Technical, economic, team and operational requirements include, but are not limited to:

• Ability to meet minimum requirements of the challenge
• Safety enhancement and/or hazard mitigation of the solution (challenge-dependent)
• Capital cost requirements
• Operational cost savings and payback period
• Team skill set required for successful delivery (often requires external technical due diligence)
• Leadership effectiveness, including:
• Ability to fundraise
• Ability to meet company and technology developmental milestones
• Track record of success (projects, early customers, meeting production targets etc.)
• Establishment of team and culture
• Scalability of the solution
• TRL level (as assessed by Evaluation Committee)
• Prior project experience and/or references relevant to the challenge
• Roadmap/timeline alignment
• Demonstration of site impact on member to support pilot project
• Innovation/novelty of solution (especially relevant if one of the benefits sought is substantial competitive advantage)
• Impact based on the goals of the challenge, whether economic, environmental, public health or supporting the green economy.