APPLICANTS MUST --
1) Be an early-stage incorporated startup, location-agnostic;
2) Be focused on research in discovery and development of targeted therapeutics for any disease indication;
3) Be focused on on discovery programs with clearly defined protein drug target/s;
4) Be focused on discovery programs on small-medium molecules in the space of, inhibitors, activators, allosteric inhibitors, protein-protein interaction disruptors, degraders, Protacs, molecular glues, target stabilizers and other chemically synthesizable therapeutic modalities.
5) Submit a single complete application, including 5-10 non-confidential slides to address the following:
· Definition of therapeutic target
· Share key data justifying the therapeutic target
· Overview of intellectual property and publications
· Highlights of the team members and their expertise
6) Be scientifically ready to utilize the Award with a dedicated laboratory bench space;
7) Not be party to any existing agreements that would prevent it from accepting an Award;
8) Represent and warrant that the Applicant has read and agrees to follow these Terms and conditions;
9) Understand that transfer of test materials to CellarisBio labs will be required under Materials Transfer Agreement;
10) Understand that experimental procedures will be performed at CellarisBio labs;
11) Understand that Confidential Disclosure Agreement will be signed with the finalists in order to better understand the details of their drug discovery programs;
12) All federal, state, and local laws and regulations apply, and an Award is void where prohibited by law.
APPLICATION AND SELECTION --
1) Applicant mush adhere to these dates:
October 1st, 2024 – Applications open
November 1st, 2024 – Applications close
December 2nd, 2024 - Pitch by finalists
December 16th, 2024 – Winners announced
2) Applicants must indicate which lab location / site they intend to use if selected to receive an Award.
3) To be considered, Applications must include: 1. the Application Form, and 2. A non-confidential pitch deck.
3) By applying, each Applicant, all of Applicant’s team members, employees, contractors, owners, investors, agents, directors, officers, and any other affiliated individual or company with Applicant, agrees to these Terms and Conditions.
4) Applications may not contain material or information that violates or infringes a third party’s rights including without limitation any privacy, publicity, trade secret, confidential, or intellectual property rights. CellarisBio reserves the right to disqualify any Applicant if the Award Selection Committee determines that the Application does not meet the requirements of these Terms or includes prohibited information.
5) CellarisBio is not responsible for any lost, illegible, stolen, late, damaged, misplaced, or misdirected Applications.
6) All costs incurred by the Applicant in preparing and submitting an Application and/or presenting to CellarisBio are the sole responsibility of the Applicant.
7) Applications become the property of CellarisBio and they cannot be acknowledged or returned. Applications are not confidential information.
JUDGING CRITERIA --
1) Qualified experts from CellarisBio (“Judges”) will assess and triage Applications in a thorough initial screening.
2) The judging criteria will include:
- Applicants must meet CellarisBio's application criteria as listed in the Eligibility (Applicants Must) section above.
- Applicants must be ready to utilize the Award within 2 months of notification of Award.
3) During Application review, CellarisBio may contact Applicants for additional information. If contacted, Applicant must respond in a timely manner to such request to remain eligible for an Award.
4) Judges from CellarisBio will select a set of finalists by reaching out to them directly and will also inform non finalists about their decision.
5) Finalists will then be invited to present their technology to the Award Committee during a final Pitch Event. Pitch Event Judges are CellarisBio management and invited external Judges.
6) The Pitch Event will be held virtually on December 1, 2024. Further information on the pitch event will be distributed following the selection of the finalists.
7) All decisions of the Award Committee shall be final and binding on all Applicants and cannot be challenged in any manner.
AWARD --
1) The three awards are:
1st place: $35K credit + consultancy
2nd place: $25K credit + consultancy
3rd place: $15K credit + consultancy
2) The "Credit" part of the Award is credit to be dispensed towards the use of CellarisBio's MICRO-TAG cell target engagement platform. The winner will decide in clear communication with the CellarisBio management the types of CellarisBio services they wish to use. The "consultancy" part of the award is the value of time of the CellarisBio management team spent with the winner to discuss use of the platform and use of the generated data. Any other expenses incurred are not covered by this Agreement and will be the responsibility of the Award Recipient.
3) The Award recipient can use the credit towards any offered services within using CellarisBio's MICRO-TAG platform. In particular, these services will fall within the domain of 1) DEL discovery using cell target engagement, 2) Validation of therapeutic candidates using cell target engagement, 3) Mechanistic analysis of therapeutic candidates using cell target engagement, and 4) Real-time imaging using cell target engagement. Work Order will be generated between CellarisBio and the Award recipient prior to use of the platform. The generated data under this Award will be communicated with the Award recipient in one or several data reports or communications.
4) Use of the data generated under this Award will be at discretion of the Award recipient, provided that it does not contradict the terms stated agreed upon. Primary uses of the data generated under this Award may be: 1) grant applications, 2) investor pitch decks, 3) management reports etc. CellarisBio will report the data to the Award recipient as is, without any prejudice or bias. CellarisBio is not responsible for linking the generated data with recipient's prior data or prior story / narrative / pitch. CellarisBio is not responsible for positioning the generated data for investors of any other third parties.
5) Upon acceptance of the Award by the Recipient, an engagement period of maximum 24 months will starts between the Award recipient and CellarisBio. The value of the Award (credit and consultancy) will need to be utilized during this engagement period. Any unused credit / value of the Award will expire after 24 months and can no longer be redeemed.
6) An Award is non-transferable and cannot be exchanged for cash or any other prize.
7) An Award cannot be rebated or turned into cash.
8) An Award is "AS IS" and WITHOUT WARRANTY OF ANY KIND express or implied, including, without limitation, any implied warranty of merchantability or fitness for a particular purpose.
9) Award Recipients are solely responsible for the payment of all relevant federal, state, and local taxes and for providing CellarisBio with any information needed to comply with its relevant tax reporting obligations. All charges and expenses related to delivery, acceptance, and use of an Award are solely the responsibility of the Award Recipients, including without limitation: taxes, insurance, transportation, fees, room and board, and any other expenses incurred during the time of engagement with CellarisBio.
CONDITIONS OF AWARD --
1) CellarisBio will announce the Award Recipient(s) after the final pitch event and will make any further announcement(s) on its website and social media sometime thereafter. CellarisBio will follow up with any Award Recipient(s) through a formal communication using the email and/or phone number provided.
2) Before granting an Award to a potential Award Recipient, CellarisBio reserves the right to determine the eligibility of potential Award Recipient to the Award grant; to require the potential Award Recipient to confirm evidence of its eligibility; to require the potential Award Recipient to enter into an agreement with CellarisBio regarding the terms and conditions of its use of the Award; to confirm the potential Award Recipient’s agreement to and compliance with these Rules, and the execution of documents required by these Terms and Conditions with CellarisBio.
3) Award Recipient must agree to the terms and conditions that CellarisBio requires for its platform users.
4) CellarisBio has the ultimate discretion and authority to terminate or decline an Award to any Award Recipient including, without any limitation.
5) Two-way Confidential Disclosure Agreement (CDA) will be signed with the finalists in order to get deeper insight into their discovery programs and assess their eligibility for this Award.
6) Material Transfer Agreement (MTA) will be signed with the finalists in order to enable transfer of test articles from Award Recipient to CellarisBio labs.
7) CellarisBio does not put any claim on the generated data nor Intellectual Property of its Applicants and winners.
ACCEPTANCE OF AWARD --
1) In addition to the announcement at the final pitch event, CellarisBio will send an official letter to the winning applicant(s) after the winner(s) is announced following the final pitch event.
2) Official letter will be sent to the winner using the email or mailing address provided on the application form.
3) The winning Applicant must accept its Award in writing within 7 days of notification received by CellarisBio.
4) Notification of acceptance must be sent by email to the following addresses: hi@cellarisbio.com
5)Upon acceptance of an Award, the winning Applicant must be ready to utilize the Award within 2 months of accepting the award.
6) In the event that the winning Applicant does not accept its Award in writing within 7 days, CellarisBio reserves the right to select a new winning Applicant from the Finalist pool.
7) Upon acceptance of an award, the winners will be announced on social media through CellarisBio and its affiliates.
PRIVACY POLICY --
Personal information collected during the contest may be used or disclosed by CellarisBio and its affiliates, as stated in these Terms and Conditions, for purposes of contest administration, Award Recipient identification and qualification, Award Recipient notification and prize award, and otherwise as described in CellarisBio Privacy Policy: https://cellarisbio.com/privacy
PUBLICITY RELEASE --
Each Applicant and Award Recipient, as well as its representatives, consent to the use of their name, photograph, likeness, biographical information, and voice for promotional purposes and in advertising worldwide by CellarisBio and affiliates without approval rights or additional compensation, except where prohibited by law.
ACKNOWLEDGEMENT AND RELEASE --
CELLARISBIO SHALL HAVE NO LIABILITY FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING FROM OR ARISING OUT OF USE OF AN AWARD OR ANY OTHER ASPECT OF AN AWARD RECIPIENT'S ACCEPTANCE OR USE OF AN AWARD.
Applications are meant to be non-confidential and information readily shareable with CellarisBio. By applying, Applicant also agrees and acknowledges that all research disclosed in the Application and in connection with the review of the Application, not otherwise covered by a confidentiality agreement (CDA), including any ideas, inventions, patents, suggestions, concepts, copyrights, and any other information may be subject to public disclosure, review by CellarisBio, available to a third party. As such, Applicant agrees to waive all rights, claims and any cause of action Applicant may have against CellarisBio or its affiliates (including either company’s parents, affiliated entities, advisors, agents, licensees, employees, contractors, directors, and officers) related to any ideas, suggestions, and/or concepts contained in the Application and/or the review process.
INDEMNIFICATION AND LIMITED LIABILITY --
Applicant agrees to indemnify CellarisBio in the event of any damages (including reasonable attorneys’ fees) concerning its participation in the Competition and its acceptance and use of a this Award.
Applicant further indemnifies CellarisBio for any damages (including for reasonable attorneys’ fees) connected to any claim for misappropriation or infringement resulting from (i) Applicant’s infringement of any third-party intellectual property; (ii) CellarisBio's mentoring of Applicant; or (iii) CellarisBio's involvement with any idea, invention, information, or materials comprised in an Application.
Applicant recognizes that CellarisBio may currently, or in the future, be developing ideas, concepts, solutions, or information like those in an Application. Nothing herein prohibits CellarisBio from independently acquiring, developing, or having developed products, concepts, systems, services, or techniques like, or competitive with, the products, concepts, systems, or techniques envisioned or embodied in an Application.
Each Applicant acknowledges that CellarisBio will rely on this provision, potentially at substantial cost, and each Applicant agrees not to assert any claim against anyone relating to this Award. The remedy for any claim is limited to actual damages, and neither CellarisBio will be liable for any punitive, incidental, special, consequential, or other damages. Without limiting the foregoing, any liability of CellarisBio is limited to the retail value of any Award received by the Award Recipient.
GOVERNING LAW AND VENUE
These Terms and Conditions and the Application will be construed and governed by the laws of the the State of California, without regard to conflict of law principles. Any litigation regarding an Award or these Terms and Conditions must be initiated and prosecuted in any court of competent subject matter jurisdiction in the State of California, and expressly agree that such courts shall be the exclusive venue for any such litigation. To the extent not prohibited by applicable law, each Applicant waives and covenants not to assert any right to a trial by jury in any claim arising under or in connection with these Terms and Conditions or the Application.
September 18th, 2024
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