OFFICIAL RULES

 

Official Rules for the “GreenHydrogenTech Acceleration Program”

 

1. Definitions

In this Official Rules, unless the context otherwise requires, the following words and expressions shall have the meanings hereby assigned to them:

  • “Advisor” or collectively “Advisors”: Expert in a specific sector that will provide their support to the Program

  • “Affiliate” or collectively “Affiliates”: Affiliate shall mean (i) with respect to any Person, a Person which, directly or indirectly, Controls, is Controlled by, or under common Control with, such Person; (ii) with respect to a Person who is an individual, his or her grandparents and all descendants of those grandparents and (in each case) their partners/spouses or a trust of which any of them is a beneficiary; and (iii) with respect to a Person which is an investment fund, any of its portfolio companies and any fund managed by the same management company and any of their portfolio companies

  • “Application” or collectively “Applications”: The process for applying to participate in the Program

  • “Call”: The process used to engage and select the startup

  • “GreenHydrogenTech Accelerator”: The GreenHydrogenTech Accelerator program includes the “Project Proposal” and “Evaluation and selection of the Selected Projects” as defined in chapter 6

  • “Control”: Control shall have the meaning set forth under article 2359, paragraph 1, no. 1), of the Italian Civil Code and the verb “to Control” shall be construed accordingly

  • “Evaluation Panel”: For the purpose of these Official Rules the Innovation Team, the Technical Evaluation Committee and the Full Committee are hereinafter (individually and together) defined as the “Evaluation Panel”. Evaluation Panel is formed by permanent and temporary members. Temporary members will be appointed to a so-called Advisory Board, time by time according to the Projects’ characteristics

  • “Full Committee”: The board composed by the Innovation Team, and Technical Evaluation Committee

  • “Innovation Team”: The valuation committee comprised of OI team members, who take part in the process of evaluating the Projects

  • “Corporate Promoters”: Acea S.p.A. company with registered office in Roma, Piazzale Ostiense, n. 161, under VAT no. 05394801004

  • “Supporting Promoters”: Istituto Italiano di Tecnologia with registered office in Via Morego, 30 16163 Genova under VAT no. 97329350587. Smau Servizi Srl with registered office in Via Guizza, 53, 35125, Padova under VAT no. 02796871206

  • “OI”: Officine Innovazione S.r.l., a company, registered in Italy with registered number 10230520966 and its registered office at Via Tortona no. 25, 20144, Milan, Italy, is an affiliate of Deloitte Central Mediterranean S.r.l., a company limited by guarantee registered in Italy with registered number 09599600963 and its registered office at Via Tortona no. 25, 20144, Milan, Italy

  • “Participant” or collectively “Participants”: Italian or foreign companies, and individuals (18 years of age and above) that will apply to the Call

  • “Person”: Person shall mean any person, individual, corporation, company, partnership, firm, fund, joint venture, trust, association, foundation, governmental body, agency or institution of a government, or any other organization or entity, public or private

  • “Project” or collectively “Projects”: Individual or collaborative enterprise idea(s)/solution(s) that is planned to satisfy a market need or a market problem

  • “Program”: GreenHydrogenTech Accelerator as defined in chapter 3

  • “Promoters”: Corporate Promoters and Supporting Promoters as defined in chapter 3

  • “Selected Project” or collectively “Selected Projects”: Project that successfully passes the evaluation phase

  • “Technical Evaluation Committee”: The evaluation committee comprised by the Supporting Promoters’ team members

  • “Website”: The on-line platform where the Participants submit the information regarding their Project

2. Introduction

The “GreenHydrogenTech Accelerator” is organized and managed by Officine Innovazione S.r.l., a company limited by guarantee, incorporated under Italian law, with a registered office in Milan, Via Tortona 25. It is registered with the Milan Company Register under no. 10230520966, in collaboration with the Promoters.

These Official Rules apply to the Participants described in Chapter 4.

In order to be selected to take part in the Call, Participants shall not pay any amount or purchase any good.

 

3. Program Objective

The Call aims at empowering innovation and entrepreneurial ecosystem in the green hydrogen value chain. The Call objective is to find and select the most relevant startups and scale-ups at an international level that can provide innovative solutions in order to advance the green hydrogen value chain and its maturity.

Corporate Promoters are leading companies in the Energy sector. Corporate Promoters contribute to the Program participating to the Evaluation Panel, providing mentors and, potentially, creating long-term business relationships between the parties.

Supporting Promoters are leading players in the innovation ecosystem that provide support to the Call and the evaluation phase.

The Selected Projects will be selected with a structured process described in these Official Rules.

In order to participate to the Call, the Participants have to submit their Application on the official Website, by clicking on the apply tab and filling in all the mandatory information required before May 5th, 2022.

From May 6th, 2022 to May 26th, 2022, Applications will be reviewed from a panel of experts who will determine the Selected Projects.

 

The Selected Projects participates on a non-equity based conditions and will benefit from:

  • Preferred participation in networking initiatives with relevant stakeholders.

  • Connection with Promoters

and each of the 3 first Participants will be awarded with:

  • Joint sessions up to 8 hours with Deloitte OI and Corporate Promoters team to assess the startup capabilities and support in the development plan

The Call will be eligible to Projects with particular focus on the following areas:

  • Electrolyzer advancement: Improve the technology to produce green hydrogen making it more efficient in terms of electricity and water consumption.

  • Fuel cells improvement: Advance the fuel cell technology to enable hydrogen-fueled mobility, especially in segments where electrification is less efficient.

  • Synthetic fuels: Advance the technology to produce sustainable fuels combining green hydrogen and carbon (e.g., methane, diesel, gasoline, …).

  • Advanced distribution & transmission: Develop innovative ways to distribute hydrogen overcoming its low volume energy density.

  • Advanced storage: Develop innovative solutions to store hydrogen to abate storage costs and barriers to the development of a diffuse hydrogen value chain.

  • Direct use of Hydrogen in Plants & Machinery: Substitute fossil fuels with hydrogen to generate power or high-temperature heat.

  • Waste to Hydrogen: Advance the technology to process and convert urban and industrial wastewater to hydrogen.

  • Green Hydrogen as feedstock: Make the use of green hydrogen competitive for industries in which hydrogen is an established feedstock (e.g., chemical, steel, …).

  • Advanced digital technologies: Develop smart and digital tools to increase efficiency, integration and automation of the hydrogen value chain

 

The GreenHydrogenTech Accelerator does not qualify as a “prize event” (concorso a premi), as governed by Italian Decree no. 43/2001. It falls within exclusion from prize events provided by art. 6, co. 1, lett. a) of the Italian Decree no. 43/2001 (“It is not considered rewards competition and rewards program, the competition addressed to the creation of literary, artistic or scientific works, as well as to the presentation of projects or studies in commercial or industrial fields, in which the awarding of the prize to the author of the selected work is considered the compensation for the performance of work (corrispettivo della prestazione d’opera) or represents the recognition of personal merit or a title of encouragement in the interest of the community”).

 

4. Who may participate

The Call is eligible for:

  1. Italian and foreign companies limited by guarantees (società a responsabilità limitata) or limited by shares (società per azioni)

  2. Adult individuals (of 18 years of age and above), alone or in teams.

 

5. How to participate

Projects can be submitted from March 3rd, 2022 to May 5th, 2022.

However, the Organizer could decide to extend the deadline to give the possibility to enroll in the Program. More info will be updated on the Website.

To participate in the Call, Participants have to login into the www.greenhydrogentechaccelerator.io website or apply directly to the F6S platform and expressly accept these Official Rules before proceeding.

Projects sent via other channels will not be admitted. Applications that are not complete with all the information required by the online procedure or that are submitted after May 5th, 2022 will be excluded from the Call.

For the Application, the Participants will submit the following documents, which are explained in the official application format, such as:

  • Presentation of the Project in PowerPoint or PDF format, including the following information:

  • Description of the project, market size, team, competitive scenario, product / service development roadmap, and the main economics with main KPIs if available;

  • Shareholder structure (e.g. Captable);

  • Business Plan

  • Video presentation of the Project, if requested.

 

For any difficulties in accessing the Website or uploading an Application, please contact the OI Innovation Team at hello@greenhydrogentechaccelerator.io

Requests for clarifications must be addressed at the above-mentioned e-mail, at least 14 days before the expiry date indicated in this notice.

Replies to clarifications will be provided by OI to the direct email address used by participants to get in touch, and/or in the specific “Messages” area or as a document attached in the “Annexes” section of the area devoted to the notice of the web platform.

 

6. Evaluation of the Application

The evaluation of the Projects is carried out through different phases and in particular, the Call is divided by:

  1. Project Proposal;

  2. Evaluation and selection of the Selected Projects.

 

6.1 Project Proposal – Phase 1

Dates: March 3rd, 2022, 16:00 PM (CET), to May 5th, 2022, 23:59 PM (CET).

The objective of Phase 1 is to gather innovative solutions related to Program objective to select the Projects that have the highest matching with the requirements of the Call.

In Phase 1, Participant can submit his/her innovative ideas and/or solutions. In order to submit the Project, Participant must subscribe to the Website, click on the “Apply” tab on the navigation bar, create the Project profile, fill the form and then click “Apply”. The form contains:

  • Acceptance of Program Terms and Conditions;

  • Agreement to accept commercial communications by OI and the Promoters;

  • A description of the team;

  • A brief description of the company;

  • A brief description of the main area of innovation;

  • A brief description of the needs and the problem the Project wants to solve;

  • A brief description of the product;

  • A description of the innovative elements of the product/service;

  • Business Model and development stage;

  • Intellectual Property status, if applicable;

  • Competitive landscape;

  • Main achievements in terms of revenues and KPIs;

  • Previous funding and categories of investors;

  • Mandatory attachments: pitch;

  • Optional attachments: video.

 

Participation in the call does not confer rights or expectations on the Participants, nor does it give rise to obligations on each of the Promoters.

The participants waive any challenge and claim regarding any decision of OI and the Promoters related to the call.

 

6.2 Evaluation and selection of the Selected Projects – Phase 2

Date: May 6th, 2022, 00:00 AM (CET), to June 10th, 2022, 23:59 PM (CET).

According to the criteria set out below in the “Assessment” section, the evaluation of the Projects will be based on Technical criteria and Trend matching criteria.

In any case, the evaluation of the Projects will be carried out with the full complete and unquestioned discretion of OI and the Promoters.

 

Assessment:

Each Participant’s Application will be evaluated by the Evaluation Panel, in its sole discretion, based on the criteria described below:

a) Technical criteria:

  • Team: assessment on the key members and their commitment to pursue the development of the product/solution;

  • Product: degree to which the product/solution is innovative, disruptive, or creates new markets; the stage of development of the product/solution, degree to which the product/solution is feasible and viable in legal and technological terms;

  • IP & Defensibility: patent protection level and product defensibility strategy;

  • Market: attractiveness level of the product/solution in the reference market, growth of the reference market;

  • Business Potential: which includes Business Model (level of scalability and sustainability), Economics (potential financial/economical attractiveness of product/solution), Growth (potential to increase main economic units exponentially);

 

b) Trend matching criteria: degree of matching between Projects and the areas identified and described in Chapter 3.

 

The Technical Evaluation Committee, The Innovation Team and the Full Committee will be set up and selected to evaluate the Projects on a case-by-case scenario.

Internal or, in case, external experts, could be involved in the Call in order to provide support and expertise to the Evaluation Panel.

The evaluation method during the Call will be carried out with desk reviews, interviews and one-to-one meetings.

The Evaluation Panel in their sole discretion will choose the Selected Projects and its decisions are final and binding on all matters.

The Evaluation Method, Assessment and Evaluation Panel may vary on a case-by-case scenario.

Each of the Participants waives any challenge and claim against the OI and the Promoters as a consequence (i) of the proposals evaluation criteria; (ii) of non-assignment of the Projects.

 

Selected Project Notification:

Participants that are the Selected Projects of the Call will be announced sometime after Phase 2 (the “Announcement”). They will be awarded during a closing event.

Selected Projects of the Call may be required to sign additional documents needed by OI and/or Promoters which, if requested, must be received fully-executed within seven (7) days from OI’s and/or Promoters’ request otherwise the Selected Projects may be disqualified.

If a Selected Project is disqualified for any reason, at OI’s discretion, another participant may be declared the alternative Selected Project.

 

7. Contributions and services to Participants

Should investment opportunities arise, both the Participants and the Corporate Promoters will be free to evaluate possible investments on a case-by-case basis.

Moreover, participating at the Program, each Selected Project will benefit from:

  • Preferred participation in networking initiatives with relevant stakeholders.

  • Connection with Promoters

and each of the 3 first Participants will be awarded with:

  • Joint sessions up to 8 hours with Deloitte OI and Corporate Promoters team to assess the startup capabilities and support in the development plan

 

8. Guarantees and indemnity of the Participants

Each Participant represents and warrants that the Project:

  • Is an original work, on which the Participant has the relative rights of intellectual property and economic exploitation;

  • Determines no infringement of any third parties intellectual property right, in particular but with no limitation to: the Project does not contain any trademark, logo or other element protected by any third party intellectual and/or industrial property right or copyright, or that, where rights of third parties exist, the Participant has previously provided all the necessary authorizations and licenses from the relative holder;

  • Does not violate other rights of third parties, including, inter alia, patents, industrial secrets, rights from contracts or licenses, rights of publicity or rights related to privacy, moral rights or any other right worth of protection;

  • Does not constitute the object of a contract with third parties;

  • Does not contain any defamatory content, representation, outrageous consideration or any other content that could damage the name, honor or reputation of the Promoters, Advisors and OI or any other person or company;

  • Does not contain any pornographic or sexual content, or content of a discriminatory nature in any way (specifically including discrimination based on race, sex, sexual orientation, religion and / or political beliefs of individuals or groups), nor content that promotes violence or injury to any living thing or any other offensive, obscene or inappropriate content;

  • Contains no threat or content intended to intimidate, harass, or mistreat a person’s private life;

  • Does not constitute a violation of applicable laws and does not contain content that encourages unlawful conduct.

 

The Participants expressly declare for themselves and their assignees to indemnify and hold harmless OI, Promoters and Advisors from any claim, claim for damages or request for damages made by any third party, for the violation of one of the provisions included in the present Chapter.

 

9. Intellectual property relating to the Project

The intellectual and industrial property of the Projects is fully owned by the Participants. Each Participant assumes the responsibility and costs for the protection of the inventive and/or original aspects of the Projects.

Promoters, the Evaluation Panel, OI and any other external Person or Affiliates involved will keep the information regarding the Projects, as well as the Selected Project as confidential information.

The information contained in this Call and any related discussions or documents produced by Promoters and their advisers are confidential and proprietary information. The information is subject to confidentiality restrictions between the parties and should only be circulated between Promoters and each Participant.

 

10. Personal data processing

According to article 13 of Regulation UE 2016/679 of the European Parliament and of the Council, of 27 April 2016, on the protection of natural person with regard to the processing of personal data and the free movement of such data, Italian Legislative Decree no. 196/2003, as modified by Italian Legislative Decree 101/2018, each Participant of GreenHydrogenTech Accelerator is informed about the processing of personal data through the data protection policy on the Website. In such privacy notice the Participant is provided with information regarding: identity and the contact details of the data controller and data protection officer, purposes of processing, legal basis of processing, third parties recipients of the personal data, data retention period, any transfer personal data to a third country, Participant’s rights as data subject.

 

11. Other information on Data Usage

OI will transfer and store Participants personal data on the OI ecosystem platform in order to keep updated the Participants about the Program, sending information on the selection process and other Program communication through the OI ecosystem platform or via email, telephone and other relevant means of communication.

OI will register the Participants in the ecosystem platform and will send to each Participant the platform link and the dedicated credentials to access the platform.

 

12. General Conditions

OI reserves the right to involve additional Promoters, indicated in Chapter 1.

In this case, upon communication of the new names on the Website of the Program, any obligation and/or right the Promoters will be extended to and / or in favor of the new Promoters.

The Promoters and OI reserves the right to cancel, delay, postpone, modify or suspend, in whole or in part and at any time, the Program, as well as any of its contents, appearance or selective criteria, or to select a number of Participants or Selected Projects lower than what initially intended, upon their sole discretion and upon notice on the Program’s website. Should the suspension or the exclusion from the Program be related to one or some Participants only, notice shall be given via registered letter or certified email (PEC).

The Promoters and the Investor Promoters may transfer or assign any right or obligation resulting from the Program and / or from these Official Rules to any company belonging to the Promoters or Promoters portfolio.

The Promoters have the right, at any time, upon their sole discretion, to exclude from the Program any Participant which: a) attempts to tamper with the registration process or the operation of the Program; b) acts in violation of these Official Rules or of governing law; c) behaves in an inappropriate, unsportsmanlike manner and contrary to the interest of a serene and correct development of the Program.

The Application of the Project, the selection and the Call award of Selected Projects do not represent an offer or contract of work with the Promoters and/or OI.

Each Participant acknowledges that in no event OI shall be responsible for acts or omissions of the Promoters as stated by these Official Rules. Each Participant undertake not to make any claim, or to sue, institute or otherwise participate in any legal proceeding (also with respect to proceedings commenced by third parties), directly or indirectly, against OI.

 

13. Accuracy of the information

Participants shall ensure that all information, data and, more generally, any other material provided to OI and the Promoters in the Application and / or at any other stage of the Program, is accurate, correct, truthful and complete. Participants therefore assume full and exclusive responsibility for any violation of the above declaration.

 

14. Duration

Unless otherwise provided in these Official Rules, the obligations included in the Official Rules will become effective upon presentation of the Application and will remain in force until the end of the Program.

 

15. Applicable law and jurisdiction

Italian law thereto, governs these Official Rules and any rights and obligations.

The Court of Milan shall have exclusive jurisdiction over all disputes that may arise in relation to these Official Rules.

 

16. Confidentiality

Each of the Participants, its employees and personnel in charge shall keep any information, data, document, received or acknowledged during the call strictly confidential.

The documents and data related to Project or Project Proposal not assigned shall be returned to the Participants.

Pursuant to the provision of art. 1341 and ff. of Italian Civil Code, each of the Participant expressly accepts the conditions of this Official Rules: 6.1 Project Proposal – Phase 1; 8. Guarantees and indemnity of the Participants; 9. Intellectual property relating to the Project; 10. Personal data processing; 11. Other information on Data Usage; 12. General Conditions; 13. Accuracy of the information; 15. Applicable law and Jurisdiction; 16. Confidentiality.