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Ignite Buffalo Program - Terms and Conditions

43 North SP 1 LLC, a New York limited liability company (“43North”) is undertaking a business grant program known as “Ignite Buffalo” to help small businesses located in the Western New York region. Submission of an application to the grant program constitutes a legally binding agreement between the applicant and 43North according to the terms, conditions and covenants contained herein (the “Terms and Conditions”).

Purpose

The purpose of Ignite Buffalo is to be part of an overall program aimed at helping small businesses in Western New York by (i) assisting small businesses to grow and develop the digital skills they need to compete in the new economy and (ii) providing ongoing mentoring and support for entrepreneurs. The Ignite Buffalo program will grant a total of up to $1 million in grants, with 3 top grants of $100,000. It will be open to existing small businesses from the Western New York region. The campaign will have two features: (a) the Ignite Buffalo grants, including the grant awards event (described herein), and (b) providing ongoing support and mentorship for businesses located in Western New York for an 12-month period following the grant announcement event.

Nature of Businesses

Ignite Buffalo focuses on existing small businesses located in Western New York with a capital need of up to $100,000 to be used to grow their business to create jobs and have a positive impact on the community economy. The program is open to both “main street” brick and mortar businesses and those more growth oriented or “scalable” small businesses.

Excluded Applicants
The following businesses are not eligible for the Grant Program residential real estate property businesses investment vehicles that invest in the securities of other entities sports venues past 43North cash-grant participants franchise-based outlets Any entity or individual that 43North cannot make payment to by law.
Grant, Benefits and Conditions
Grant Amounts and Additional Benefits. 43North will award the following grants on July 11, 2018: Three grants of $100,000; and Four grants of $50,000; and Twenty grants of $25,000 All grant recipients will receive: (a) a grant between $25,000 - $100,000, (b) programming from experienced entrepreneurs and strategic partners and (c) access to local successful businesses and leaders. Payment. Recipients will receive their grant in one payment, to be made approximately 60 days after the announcement of the grant awardees. Condition of Payment Recipients of Ignite Buffalo grants will be required to provide quarterly written updates throughout the duration of the 12-month sustainability and mentorship program to share the impact of the grant on their business growth, job creation and the community. Such reports will include revenue and employment data.
Eligibility and Applications
To be eligible, applications must be submitted via IgniteBuffalo.org following all protocols described on the website. All applications must be submitted in English. Basic Eligibility Must be an existing business in the Western New York Region and have a mailing address in one of the following eight counties: Cattaraugus, Chautauqua, Erie, Genesee, Niagara, Orleans or Wyoming; Need to have been in business for at least 12 months; Must provide evidence of “business traction.” For example, an eligible business will have existing customers and/or revenue, and be able to provide references. The leader or appointed representative of the applicant must participate in the Community Boost Buffalo events to be held in Buffalo on July 9 - 11, 2018.
Review of Applications

Submission of Applications

Applicants must complete a written electronic application, including an uploaded video submission and business-related references, via the Ignite Buffalo website.

Round #1 - Judging Panel to narrow to 50 semifinalists

In the first round, 43North will work in collaboration with its panel of judges (the “Committee”) to select promising applications from the pool of applicants no later than June 20, 2018. Such selections shall be made in the sole and absolute discretion of 43North working with the Committee.

Due Diligence - of the 50 semifinalists

All applicants selected to be Ignite Buffalo semifinalists will be subject to the due diligence by 43North. In order to progress through due diligence, applicants must commit to provide all necessary sections of the Ignite Buffalo application. 43North shall be entitled to conduct background checks on applicants who reach this round of review and may request the consent of applicants for these checks. Ignite Buffalo semifinalists will be selected by 43North, in collaboration with the Committee, in its sole and absolute discretion.

Round #2 Closed Door - Judging Panel at the Community Boost Buffalo Event

The semifinal judging round will be held on July 9, 2018 with an in-person presentation and Q&A session for each semifinalist. All 50 semifinalists will need to present their business and explain how the use of the grant will impact the business’ growth and job creation. Each semifinalist will have 2 minutes to present and 5 minutes of Q&A from the “Committee.” Ignite Buffalo semifinalists will be selected by 43North, in collaboration with the Committee, in its sole and absolute discretion.

Round #3 Live Event – Final Grant Selection

Seven finalists will present at a live event on July 11, 2018. This event will be open to the public and admission is free of charge. The Committee will pick 2 finalists to be granted $100,000; there will be a third $100,000 grant participant that will be based on the vote of the audience at the final event, “People’s Choice Award.”

Confidentiality and Intellectual Property

Applicants should review 43North’s privacy policy

Access to the applications is granted to 43North, its officers, managers, members, consultants, partners and agents and the Committee (collectively, the “Reviewing Parties”). The Reviewing Parties offers no guarantee of confidentiality, either explicit or implicit, in connection with any data or information presented or discussed by applicants. The Reviewing Parties will not agree to or sign non-disclosure agreements in connection with any application or applicant. Applicants requiring non-disclosure agreements should not participate.

Before submitting their applications, applicants should confirm with appropriate advisors or legal counsel that any intellectual property described therein is legally held or licensed by the applicant, is non-infringing and appropriately protected. Applicants should be prepared to provide reasonable back-up documentation for these statements, if requested by the Reviewing Parties.

The authors of each applicant submission will retain all copyrights to the contents of their submission, provided that the Reviewing Parties may make photocopies, photographs, and video and/or audio recordings of any data or information divulged, presented, or discussed by any applicant throughout that applicant’s participation in Ignite Buffalo. By entering the Ignite Buffalo competition, applicants agree to grant a license to 43North and the Reviewing Parties to use such materials without restriction and to conduct such due diligence as the Reviewing Parties determine is necessary or desirable for purposes of evaluating the application and carrying out the Ignite Buffalo competition as described herein.

In addition, the Reviewing Parties will have the right to publicly post certain information about accepted applicants and their applications in the public areas of the Reviewing Parties’ websites, including, but not limited to, name and category of business, logo, and an abstract.

Other Conditions
  1. Applications can only be submitted once. An individual who submits an application on behalf of a business entity represents and warrants he or she has requisite authority to act on behalf of such entity.
  2. For purposes hereof, “applicants” includes individuals and business entities. There is no limit to the number of people on an applicant’s team.
  3. All applications must be the original work of the applicant making the submission.
  4. Partially completed applications will not be accepted. Applications for Ignite Buffalo are due by 12:00 PM EDT on June 13, 2018.
  5. Applicants risk disqualification if they or someone on their behalf communicates with principals of 43North, or the Committee beyond submitting applications and providing further data or information as requested, in an attempt to influence Ignite Buffalo.
  6. The decisions of the Committee and 43North are final, including interpretation of these Terms and Conditions.
  7. 43North and its partners, and their respective members, officers, directors, agents and employees shall be held harmless by the applicant in the event of any legal action resulting from the participation by the applicant in Ignite Buffalo.
  8. 43North takes no responsibility for agreements between applicants and third parties.
  9. Entry materials shall become the property of 43North.
  10. Applicants who engage in immoral, illegal or other activity that may adversely affect the image of 43North, its affiliates or partners, or other applicants, are ineligible for Ignite Buffalo.
  11. All applicants and grant recipients must comply with these Terms and Conditions. Any violation of these Terms and Conditions will disqualify an applicant from Ignite Buffalo, and result in forfeiture of any grant the applicant received in connection with Ignite Buffalo.
  12. Applicants may not withdraw their applications after they are submitted.
  13. Grant recipients will be required to do the following:
    1. Provide 43North with quarterly reporting: one time per quarter for the duration of the sustainability & mentoring program, July 2018 - January 2020; and
    2. Actively participate in the Ignite Buffalo sustainability & mentoring program, inclusive of educational seminars, coaching, office hours, and partner-supported events.
  14. Applicants shall not publicly disparage 43North (including its respective officers, directors and employees), members of the Reviewing Parties or public officials or agencies of the State of New York who play a role in the operation of 43North.
  15. There is no limit to the number of applications for which an individual person may be a part, except that no individual person can be part of more than one applicant team that receives a Grant.
  16. As a condition to participating in the Ignite Buffalo competition and/or receiving a grant, applicants may be required to execute and deliver any and all other agreements, documents, instruments or releases that 43North may reasonably require in connection with the applicants participation in Ignite Buffalo.
Applicant Representations and Covenants

By submitting an application, applicants represent and warrant that:

  1. The information in the application is and will be true and accurate.
  2. The ideas contained in the application will not infringe upon the rights, including privacy and intellectual property rights, of any third party.
  3. The applicant has a reasonable basis for holding the intellectual property that forms the basis or is integral to the applicant’s business or the proposed business submitted in Ignite Buffalo.
  4. The applicant has and will have the right and authority to submit the content in its application to The applicant must disclose if any member, officer, director, employee or shareholder of the applicant has a business or close family (parent, sibling, spouse, partner or significant other) relationship with any officer, member, director or senior management person of 43North or 43North BPC Inc. 43North reserves the right, in its sole discretion, to disqualify an applicant in the event of a conflict of interest.
  5. No applicant shall seek the assistance of any member, officer, director, employee or senior management person of 43North.
  6. The applicant will obtain permission or a license, as appropriate, for any third party materials, information or other intellectual property contained in its application.
  7. The applicant will comply with all applicable laws and regulations in connection with its activities relating to Ignite Buffalo.
  8. The applicant will not attempt to hold 43North or its partners responsible or liable for any third party violation of its intellectual property rights as a result of participation in the Ignite Buffalo.
  9. The applicant consents to 43North performing a background check with respect to the applicant and its principals.
  10. 43North and its partners, and their respective members, officers, directors, employees, and agents shall be held harmless by the applicant in the event of any legal action resulting from the participation by the applicant in Ignite Buffalo.
  11. 43North and its partners shall be allowed to disclose and/or reproduce the name of the applicant, and any photos, videos, voice recordings and/or likeness (the “Materials”) related to the applicant’s participation in the Ignite Buffalo program. The use of the Materials by 43North, its affiliates and/or partners shall not require the prior review of the applicant
Other Factors
43North does not discriminate against any applicant on the basis of race, color, creed, ethnicity, gender, disability, age, sexual orientation, gender expression, military status or marital status. 43North reserves the right to modify these Terms and Conditions in their sole discretion. In the event of a modification, all applicants will be notified. Applicants who among those selected to participate on stage at the Ignite Buffalo awards event may be required to give a comprehensive media consent in connection with their appearance and participation.
43 North SP 1 LLC

43 North SP 1 LLC is a wholly-owned subsidiary of 43North BPC Inc. Another subsidiary of 43North BPC Inc. is 43North LLC. 43North LLC conducts an annual business competition in Western New York that is separate from this competition. Among other differences, the 43North LLC business competition is targeted toward early stage, high growth companies who may or may not be located in Western New York.

Waiver and Severability

The failure of 43North to exercise or enforce any of the terms or conditions contained herein will not constitute a waiver of such term or condition. If any term or condition herein is invalid or unenforceable, that provision will be construed, limited, modified or, if necessary, severed, to the extent necessary to eliminate its invalidity or unenforceability, and the other provisions will remain in full force and effect.

Governing Law

These terms and conditions shall be governed and construed in accordance with the laws of the United States of America and the State of New York, without regard to conflicts of law provisions. Exclusive venue for any litigation arising from Ignite Buffalo or these Terms and Conditions shall be the State or Federal courts located in Erie County, New York.