John Keells X (“JKX”) is a startup accelerator program and open innovation platform hosted by John Keells Holdings PLC (“JKH”) that is designed to create disruptive business models by encouraging talented and creative individuals and groups to design and to create cutting-edge solutions, The Program is governed by these Terms and Conditions. Registering for the Program does not mean that you will automatically participate in the Program. From those who have registered, JKH will, at its sole discretion, identify and contact those who will be invited to participate in the Program. If you are invited to participate, you agree to comply with all applicable laws, and to abide by these terms, any other guidelines or instructions provided to you during the Program. You also agree that all decisions of JKH and the Program’s judges are final
1.The Purpose – A simple competition to create potential disruptive business models evidenced by a minimum viable product (MVP) or prototype.
2. Format for Registration – You may register to be considered for the Program by filling out the registration form accurately with all relevant information as required by the form. Applications are available at www.johnkeellsx.com. By applying you accept the Terms and Conditions (and the Privacy Statement referenced in Section 14 of these Terms and Conditions) displayed as part of the registration process. A team can consist of no more than Three (03) members. Members of the team inclusive of a team leader (“Team Leader”) will need to be identified clearly on the registration form. JKH will then notify you or your Team Leader (if applicable) if you or your team has been selected to participate in the Program. The Team Leader shall make all final decisions with respect to the team. JKH will not be responsible for any lost, delayed, misdirected, illegible, incomplete, damaged or undeliverable submissions, or any delay or failure to transmit, receive or consider applications.
PARTICIPANTS ARE PROHIBITED FROM PROVIDING PUBLIC STATEMENTS OR ISSUING PRESS RELEASES TO THE PUBLIC ABOUT THE PROGRAM WITHOUT THE EXPRESS WRITTEN CONSENT OF JKH. FAILURE TO COMPLY WITH THIS REQUIREMENT MAY RESULT IN DISQUALIFICATION.
3.Venue and Dates – All registrations are to take place via a duly completed application process (see details in Section 2 above). Registration will commence on 1 December 2021 and close on 30 January 2022 at 11.59pm Sri Lanka Time (“SLT”). All participants must ensure that they fully comply with the registration process in order to be eligible to be shortlisted for the Program. JKH will review all eligible entries duly received as aforementioned in accordance with the selection and judging criteria as set out in Clause 7 below and shortlist a set of finalists. If you are shortlisted by JKH, JKH will notify you of the same on or before 1 March 2022. If shortlisted, you will thereafter be required to participate in a three month “Pre-Accelerator” program which shall take place from March to May 2022 or other dates specified by the organizers. You will thereafter be required to pitch your solutions/business models with necessary presentations, documents and prototypes to JKH and its selected panel of judges on the demonstration day on 16 June 2022 or other date specified by the organizers.
4. Eligibility – There is no requirement for any purchase to be made or fees to be paid for registration or participation in the Program. However, you are solely responsible for any and all expenses you may choose to incur in the course of participating in the Program. You may only register for the opportunity to participate in the Program if you are an individual, team or company and are at least 18 years old at the time of registration. Employees of JKH and its subsidiary, affiliate and associate companies shall be eligible to register and participate in the Program. JKH appointed representatives shall be entitled to advise participants.
JKH may, without notice and at any time in its sole option, disqualify any registrant who:
a) Does not meet the Program’s eligibility criteria,
b) Fails to comply with these terms and conditions,
c) Attempts to register or participate in the Program in any manner or through any means other than as described in these terms and conditions,
d) Attempts to disrupt or undermine the Program or attempts to circumvent any of these Terms and Conditions
e) Acts in a manner that would bring disrepute to JKH and/or the John Keells Group Companies,
f) For any other reason at the sole discretion of JKH.
5. Guidelines – The solutions developed and submitted in connection with the Program must meet all of the following criteria:
a) Innovative, clearly articulated, attainable, organised and add value/ functionalities to existing business models which are intended to be disrupted to meet customer needs;
b) Should not contain any material, information or the like that may contain, depict or refer to any content that would bring disrepute to, disparage or place JKH, any John Keells Group Company and/or the Program in a negative light;
c) It must not conflict with any of the John Keells Group’s values, or otherwise be objectionable to JKH (as determined by JKH in its sole discretion);
d) Should not contain, depict, imply or refer (explicitly or implicitly) to any crude, vulgar, obscene, sexually explicit, violent, disparaging, discriminatory, offensive, illegal or otherwise unsuitable language, activity or other content (as determined by JKH in its sole discretion);
e) Should not contain, depict or refer to any content of or which without merit refers to any third party (as determined by JKH in its sole discretion);
f) Should not contain any content that violates any law or any third party’s rights (including privacy, publicity, personality and intellectual property rights);
g) Should not have been promoted, used by any company, corporation and/or submitted for any other challenge, program or promotion or licenses granted or other rights with respect to such solution to such company, corporation or operator of a challenge or program, or any third party
h) Does not trigger any reporting or royalty obligation to any third party;
i) Must meet all other guidelines and criteria listed at www.johnkeellsx.com (as may be amended from time to time at the sole option of JKH)
j) Should not contain and/or use any JKH, John Keells Group Companies trademarks, service marks, slogans, logos or social media as part of the solution, team name, or other materials; and
k) Should be in English, unless submission in other languages has been approved by JKH
l) JKH may disqualify any solution, without notice, if JKH at its sole discretion deems that the solution does not comply with any of the above requirements or otherwise with these Terms and Conditions.
m) Furthermore, you agree that there shall be no restriction on the right of JKH or any company of the John Keells Group of Companies to replicate the concepts and ideas contained in your solution in the course of its business both present and in future.
6. Representations and Warranties – you represent and warrant that by participating in the Program:
a) You satisfy all eligibility requirements for participants;
b) You are the original creator of any present or future work used in this Program ;
c) You have the sole right, title and interest in any present or future work used in this Program;
d) You and any present or future work used in this Program are in compliance with all applicable laws;
e) You are the sole owner of the copyright and all other rights in any present or future work used in this Program and all content in and on any present or future work used in this Program;
7. Judging Process – JKH and the Program’s judges will select the finalists in their sole discretion. Such a decision shall be final and binding and not be open to challenge or appeal. Since we are seeking innovative ideas, businesses and solutions, there will not be a single criterion on which we will judge your submission. Solutions to determine finalists and overall award recipients will be judged on a combination of the following objective criteria:
a) The outcome of the minimum viable product or prototype (based on usage data).
b) The level of development of the company.
c) The execution of the initial idea/company demonstrated by the founders to date.
d) The capability, motivation and commitment of the team/company and its members.
e) The strength and scale of the business value proposition.
8. Award Recipients – In order for a participant to be declared a winner such participant must be eligible for an award in the Program, he, she or they must have complied with, and remain in compliance with, these Terms and Conditions, and must sign and deliver to JKH (within 10 days after JKH’s request) a standard agreement, declaration and release form, which will include: a declaration of the participant’s compliance with these terms and conditions, an acceptance of the award as provided, a publicity release, a liability release, a first right of negotiation to JKH and/or any John Keells Group Company to purchase the intellectual property for the solution/s, a first right of negotiation to JKH and/or any John Keells Group Company to purchase equity of the company founded for the solution and any other documentation that JKH may in its reasonable discretion require.
Participants acknowledge and understand that by attending any Program event that they may be photographed, videotaped and otherwise recorded and they agree to permit JKH to be granted a perpetual right to use the same as publicity and to sign an affidavit to this extent in the event JKH deems it necessary. Such material/footage will be the sole property of JKH which has the right to use, edit, adapt, post, stream, copy and exploit such material/footage and all elements embodied therein, including any names and likenesses embodied therein, in whole or in part, in any and all media now known or hereafter devised throughout the world, for the fullest extent permitted by applicable law, for advertising, promotional, trade and other purposes.
JKH may request valid proof of identity, residency, age and other relevant documentation and may disqualify a participant if JKH at its sole discretion determines that the provided proof is not sufficient, inaccurate or if the participant (including, where applicable, all members of their Company or Team) fails to sign and return to JKH any declaration, affidavit, or release required by these Terms and Conditions.
9. Awards : If selected, winners will be required to participate in the JKX Accelerator Program for a period not less than 6 months, where JKH will offer the following:
All awards or other opportunities must be accepted as awarded (with no substitutions), and may not be sold, transferred or assigned. Recipients of awards or other opportunities will be solely responsible for all travel and other costs associated with the Program and obtaining or redeeming the award(s) and/or opportunities, including but not limited to any air or ground transportation, hotel accommodation, meals, and beverages. All taxes in connection with any award or non-monetary opportunity are the sole responsibility of the recipient. Award recipients are responsible for the payment of any taxes on the awards received and should consult their tax advisors on any questions.
10. Right of first negotiation and refusal
a) Subject to the rights conferred on JKH and the John Keells Group Companies in Clause 5 above, in the event you are selected and invited to participate in the Accelerator and upon your accepting the said invitation, you agree that JKH shall have the first right of negotiation and refusal to purchase the solution/business submitted to the Program inclusive of the intellectual property in respect of the same.
b) Selected winners shall grant JKH and the John Keells Group of Companies the right to invest up to a further 25% stake in the business during or after the accelerator period for a maximum valuation of Sri Lanka Rs. 200 Million. For businesses valued at less than Rs. 200 Million JKH shall be provided with such a right to acquire up to a further 25% stake with an investment value mutually agreed between the parties based on the value of the business.
11. Confidential Information: Since JKH does not wish to receive or hold any materials submitted “in confidence” it is agreed that, with respect to your solution, no confidential relationship or obligation of secrecy is established between JKH and you, the team and/or company you represent when submitting a solution, or the owner of any part of your solution.
12. Cancellation – If for any reason JKH cannot run the Program as planned due to whatever reason including any force majeure events JKH may modify, extend, suspend or terminate the Program at its sole option.
13. Limitation Of Liability: By participating in the Program you agree to release, indemnify and hold harmless JKH and the John Keells Group Companies and their respective affiliates, subsidiaries, advertising and promotions agencies and the judges, as applicable, and each of their respective agents, representatives, officers, directors, shareholders, and employees (collectively, “Entities”) from and against any injuries, losses, damages, claims, actions and any liability of any kind (including attorneys’ fees) resulting from or arising out of your participation in or association with or submission to the Program (including any claims alleging that your entry infringes, misappropriates or violates any third party’s intellectual property rights). Entities are not responsible for any miscommunications such as technical failures related to computer, telephone, cable, and unavailable network or server connections, related technical failures, or other failures related to hardware, software or virus, or incomplete, late or misdirected entries. JKH reserves the right to cancel, modify or suspend the Program should any computer virus, bug or other technical difficulty or other causes beyond the control of JKH corrupt the administration, security or proper play of the Program and to determine winners from among the shortlisted participants not affected by the corruption, if any, in their sole discretion.
14. No Obligation: You acknowledge that multiple participants may submit solutions/businesses that contain designs, concepts or technologies similar to your solution and that JKH, its subsidiaries and business partners may already be investigating or developing technical solutions or business activities that are related or similar to those that you disclose in your application/solution. You acknowledge and agree that JKH’s action with respect to another submission of a solution, or one of its own solutions or business activities, even if similar to your solution, shall not create any liability on the part of JKH to you or others. Furthermore, neither JKH nor any John Keells Group Company shall be restricted in any way from pursuing, developing, or commercializing, in any way that JKH and/or the respective John Keells Group Company sees fit, independent of you and at JKH’s or such John Keells Group Company’s sole discretion, any technology that is created independent of your solution. For the avoidance of doubt, you acknowledge that JKH is not obligated to take any action whatsoever with regard to your solution.
15. Severability: The invalidity or unenforceability of any provision of these Terms and Conditions shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Terms and Conditions shall otherwise remain in effect and be construed in accordance with their terms as if the invalid or illegal provision was not contained herein.
16. Waiver: By entering the Program, you waive all rights to seek injunctive or equitable relief, or to claim punitive, incidental or consequential damages, or attorneys’ fees.
17. Law: You agree that these terms and the relationship between you and JKH shall be governed by the laws of Sri Lanka.
18. Amendment – These Terms and Conditions may be amended and/or modified by JKH at its sole discretion from time to time and upon notification to you, you agree to update yourself of such amendments and/modifications if any and to abide by the same.