Business Concept Application

BUSINESS CONCEPT APPLICATION AND AGREEMENT

Parties and Recitals

Applicant Name:    Company Name:

WHEREAS, Applicant seeks evaluation and potential partnership, incubation, investment or other commercial engagement in connection with the business concept described in this application; and

WHEREAS, Company provides evaluation, mentoring, investment and/or program services and wishes to collect sufficient information to assess the concept while protecting confidential information disclosed by Applicant; and

WHEREAS, Applicant agrees to the terms set forth below in consideration for Company’s review and potential further engagement.

Applicant Information

Sole Proprietor    LLC    Corporation    Partnership    Other:

Concept Summary and Scope of Work

Intellectual Property and Confidentiality

Does Applicant claim existing intellectual property rights related to the concept?    Yes    No

Confidentiality: Applicant will mark confidential material as Confidential where practicable. Company will use Confidential Information solely to evaluate and, if applicable, perform services under any further engagement. Confidential Information does not include information that is (i) publicly known at the time of disclosure, (ii) becomes publicly known through no fault of Company, (iii) already known by Company without restriction prior to disclosure, or (iv) rightfully received from a third party without restriction. The obligations in this paragraph shall survive for a period of three (3) years from the date of disclosure unless otherwise agreed in writing.

Funding Request and Use of Funds

Payment Terms (Application Fee and Related)

Application Fee Amount:    Due Date / Schedule:

Late Fee:

Payment of the application fee does not guarantee acceptance. Any additional financial engagement will be governed by a separate written agreement executed by both parties.

Term and Termination

Term Commencement Date:    Term End Date (if applicable):

Either party may terminate this Agreement for convenience upon written notice to the other party. Notice Period: . Termination for material breach is immediate if the breaching party fails to cure within the notice period.

Representations, Warranties and Certifications

Applicant represents and warrants that to the best of its knowledge the information provided herein is true, complete and accurate; Applicant has the right and authority to disclose the information and to enter into this Agreement; and Applicant’s submission does not infringe the rights of any third party. Applicant acknowledges that Company may rely on these representations in deciding whether to proceed with evaluation or engagement.

Use of Non-Confidential Summaries

Applicant consents to Company’s use of non-confidential summaries or anonymized descriptions of the concept for internal reporting and promotional purposes unless Applicant checks the box below to object (in which case Company will not publicize Applicant-identifiable information without prior written consent).    Applicant prohibits non-confidential public summary with identifying details

Governing Law; Entire Agreement

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the state of , without regard to conflict of laws principles.

Entire Agreement: This document constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written understandings. Any modification must be in writing and signed by both parties.

Miscellaneous Provisions

Relationship of Parties: Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between the parties. Assignment: Neither party may assign its rights under this Agreement without the other party’s prior written consent, except to a successor by merger or sale of substantially all assets.

Remedies: Remedies provided in this Agreement are cumulative and in addition to any other remedies available at law or equity. If any provision is found unenforceable, the remaining provisions shall remain in full force and effect.

Acknowledgment and Consent

By submitting this Application and signing below, Applicant certifies that the information provided is accurate to the best of Applicant’s knowledge and consents to Company’s evaluation process under the terms of this Agreement. Applicant understands that additional agreements may be required for investment, incubation, or other commercial relationships.

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