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Terms and Conditions for participation in the Program

Submission of an Application constitutes the Applicant's agreement to these Terms and Conditions and to the final decision of the Committee or the Panel, which shall be final and binding in all matters related to the Program. Participation in the Program is conditional upon the Applicant fulfilling all requirements set forth in these Terms and Conditions and entry by the relevant parties into further long-form documentation described below.

1. Definitions

"Applicant” or "Applicant Team” means the individuals or teams of individuals that have submitted an Application.
"Application” means the online application form for participation in the Program as provided at the Website.  
"Committee” means certain individuals appointed by the Organisers that have created and will be responsible for the management and execution of the Program.
"FAQs” means the 'Frequently Asked Questions' section relating to the Program as set out on the Website.  
"Organisers” means Farfetch UK Limited ("Farfetch”).
"Panel” means certain individuals appointed by the Organisers to review Applications in accordance with the criteria described below and as set out in the FAQs and who shall have final determination as to which of the Applicants shall become Participants of the Program.
"Participants” means any individual or team that has been selected by the Panel to participate in the Program.
"Program” means a 10-week accelerator program known as "Dream Assembly”, the details of which are further described in the Terms and Conditions below.
"Website" means www.dreamassembly.com.


2. Contact

All correspondence in respect of the Program should be sent to dreamassembly@farfetch.com.


3. Program Dates 

  • Applications Open: 24th July 2019
  • Applications Close: Midnight (GMT) 25th August 2019
  • Successful Applicants Notified (by email): Early September 2019
  • Successful Applicants Announced: End of September 2019
  • Program Commences in Lisbon: End of October 2019
  • London Demo Day (and completion of Program): Early December 2019

Further information in relation to the Program details is set out in the FAQs.


4.     Eligibility 

The Program is open to individuals or teams of individuals all of whom are at least 18 years of age. International (non-EU based) Applicants who are invited to participate in the Program may be subject to visa restrictions and are responsible for ensuring that they are able to relocate to Lisbon for the duration of the Program and participate in the various overseas elements of the Program, including the weeks in Porto (PT) and London (UK) and London Demo Day (UK). Applicants who are invited to participate in the Program must also cover all travel and accommodation costs associated with these elements of the Program. Details of the travel dates and locations are set out in the FAQS.
Applicants must be independent of the Organisers and as such are not eligible if they have any family member who works for or has a connection with any of the Organisers, including the Panel and/or the Committee.
The Organisers shall have discretion on any maximum team sizes and will publish this on the Website.
Each Applicant Team shall appoint one individual (the "Representative”) to represent it and act on its behalf, including submitting an Application for said Applicant Team. The Representative must be duly authorised to submit an Application on behalf of the team. The Representative represents and warrants that he/she is duly authorised to act on behalf of the Applicant Team and that the Applicant Team has read, and agrees to abide by, these Terms and Conditions. The Representative will ensure that each member of the Applicant Team participating in entering the Application, or in decisions related to the Application, complies with these Terms and Conditions.


5. Application Period

Participants may enter an Application between 24th July 2019 and midnight (GMT) 25th August 2019 (the "Application Period”). The Organiser’s computer is the official timekeeping device for the Program and, therefore, the application period. Any application entered outside the Application Period shall be disqualified.


6.     Application

The Organisers will consider applications from Applicants whose business covers any stage in the commerce value chain, focused on solving real problems and creating meaningful innovations that are looking for the future of the fashion and retail tech industries. 

All Applicants are required to have at least a minimum viable product or prototype and some traction (whether revenue or adoption) to be eligible to apply for the Program.
 
Applications must be submitted through the Website by going online, clicking ‘Apply Now’ and following the instructions.
Applications must be completed in English. Applications may be rejected if they are filled out in any language other than English.
An Applicant may enter more than one Application. However, all Applications must be the original work of the Applicant or Applicant Team. If an individual:
  • is a member of more than one Applicant Team; or
  • submits more than one Application individually,
each Application that the individual is involved in must be original and therefore substantially different from other Applications the individual is involved in.
An Application may be rejected at the sole discretion of the Panel for any reason, including, but not limited to, if the Application, either in part or in its entirety, is deemed to be offensive, defamatory, in breach of any third-party’s rights, does not fulfil the applicable eligibility criteria set out in these Terms and Conditions or is otherwise deemed to be inappropriate.
Applications must not violate any intellectual property rights or other rights including, but not limited to, copyright, trademark, patent, contract, and/or privacy rights of any other person or entity.
By entering an Application, each Applicant (including all members of an Applicant Team) agree(s) to comply with and be bound by these Terms and Conditions and the decisions of the Committee and/or the Panel, which are binding and final in all matters relating to this Program.


7. Selection Criteria

When reviewing the Applications, the Panel will give consideration to whether the Applicant has the following:

a) a demonstrated passion for technology, luxury fashion and retail and a concern for sustainability in the luxury fashion world
b) a team with a diverse set of backgrounds and experiences;
c) a clear understanding of the issue/opportunity it is addressing for the industry;
d) a view on their business and technical plans to address this;
e) a view of how the Program will positively impact in their business;
f)  awareness around the main limitations to their project’s scalability;
g) a clear demonstration of early traction and validation; and
h) an attitude that translates tenacity, resilience, ambition, ability to listen and to tackle the problem the startup has set out.

The Panel may act in its own discretion and its decision is final at all times. Details of successful Applicants will be announced on and remain available on the Website and Social Media from the dates above.


8. The Accelerator program

Applications to the Program will be put through an initial screening by the Panel. The Panel may invite Applicants to attend an interview which may be held remotely depending on the location of the Applicants. Applicants will be responsible for their own costs of attending, either in person or remotely as required by the Panel.
Following completion of any interviews, up to eight Applicants (or Applicant Teams) will be invited to participate in the Program. The Panel reserves the right to increase or decrease this number depending on the number of Applications received.
Participants selected will be entitled to attend the Program and will be eligible to receive a convertible loan, the high-level details of which are set out in the FAQs, subject to the conditions and terms set out below.
Applicants that are offered a place on the Program will be required to enter into further long-form documentation which shall include an acceleration agreement and a convertible loan agreement to formalise the terms of the Program and such long-form documentation may be subject to negotiation between the parties acting reasonably and in good faith.  Neither a Participant nor the Organisers will be legally bound to enter into any loan agreement or other long-form documentation unless all parties are happy to do so.
Any investment made by Farfetch will be made through a convertible loan agreement, to be converted at the time of qualifying fundraising. The high-level details of the convertible loan agreement and investment details are set out in the FAQs. Applicants will need to incorporate an appropriate corporate entity for entering into the convertible loan agreement documentation if one does not already exist.
The Participant shall not be obligated to participate in the Program and the Committee shall not be obliged to admit the Participant into the Program until and unless the required long-form documentation is agreed and entered into by the relevant parties.
During the course of the Program, all Participants will be required, at their own cost, to relocate to Lisbon and travel for the attendance of the weeks in Porto (PT) and London (UK) and London Demo Day (UK). Details of travel and location requirements are set out on the Website and will be sent to selected startups by email by Dream Assembly team. Any Applicants who would be unable to attend should make this clear in their Application or at the earliest possible opportunity and, where possible and at the sole discretion of the Committee and/or the Panel, alternative arrangements may be made.


9. Verification of portential accelerator participants

All potential Participants will be subject to further verification and due diligence checks by the Committee and/or the Panel which may include, without limitation, verification of identity and corporate due diligence on the corporate entity (where applicable). Any outcome following completion of the Due Diligence shall be final and binding. 
  
The Committee reserve the right to withdraw or terminate an offer for participation in the Program if:
a) the Committee is not satisfied with the results of the verification and due diligence checks;
b) the Committee and/or the Panel is unable to contact the Applicants for a period of 7 calendar days;
c) the Participant is found to have been dishonest in any aspect of the Application;
d) the Participant behaves in a way, or is subject to negative publicity, that brings the Program or the Organisers into disrepute;
e) the Participant and the Committee are unable to agree the long-form documentation referred to below in clause 8 above; or
f) the Participant breaches any of these Terms and Conditions in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to their terms.

Following withdrawal or termination of an offer for participation in the Program, the Panel may, in their sole discretion, make an offer for participation in the Program to another Applicant.


10.  Liability 

The Organisers accept no responsibility for any damage, loss, injury (other than liability for personal injury or death as a result of negligence) or disappointment of any kind suffered by any Applicant in submitting an Application or participating in the Program, including as a result of any Applicant being successful or unsuccessful except for any liability which cannot be excluded by law. In particular, the Organisers shall have no liability for loss of profits, business, goodwill, sales or other opportunities.

The Organisers accept no responsibility for Applications lost, damaged or delayed due to a computer error. Applications made online using methods generated by a computer, script, macro or the use of automated devices to submit an Application will be void.
Subject to the clause above, the liability of the Organisers under these Terms and Conditions is strictly limited to €5000.


11.  Intellectual property rights and publicity

Each Applicant and Participant (as the case may be) grants to the Organisers a perpetual (except in the cases described below), irrevocable, non-exclusive, transferable, sub-licensable, royalty-free worldwide licence to use, reproduce, publish, display, transmit, copy, amend, store and sub-licence any name, logo, trademark or other trading name, name and description, organisation name, if applicable, and the Applicant's or Participant’s (as the case may be) likeness, videos, photograph, voice, opinions, comments and / or the place of business / residence of the Applicant or Participant (as the case may be) for any promotional purpose (for example, placing it on any website, social media or on any poster, leaflet or other advertising media) and to administer the Program. 
Notwithstanding an Applicant's or Participant's grant of the licence above, in the event that:
  • an Applicant is not successful with an Application;
  • a Participant withdraws from the Program; or
  • a Participant's offer to participate in the Program is withdrawn,
then (as applicable) the licence above shall terminate and the Organisers agree to delete or destroy (as applicable) that Applicant's or Participant's Application (as the case may be) except that the Organisers may retain a single copy of the Application for the purposes of administering the Program and other internal administrative requirements for a period of two years from the date of submission of the Application. On request, the Organisers shall return a copy of the relevant Application before deletion.
 
Each of the Applicants and each member of the Applicant Team warrants that its Application is original to him / her / the Applicant Team (as appropriate), does not (and will not when used in accordance with the licence above) infringe any third party rights and that it is not subject to any third party claims or actions of infringement or invalidity and that each of the Applicants or the Applicant Team has the right to grant the license referred to above.
Except as provided above, the involvement in the Program of the Applicant, the Applicant Team's and the Participant’s (as the case may be) shall not operate to transfer any pre-existing intellectual property rights belonging to the Applicant or Applicant Team or the Participant (as the case may be (or its licensors) to the Organisers, nor shall it operate to transfer any pre-existing intellectual property rights belonging to either of the Organisers (or their respective licensors) to the Applicant or Applicant Team or the Participant (as the case may be).


12.  Publicity and promotion

Participants agree to participate, upon reasonable request, in all promotional activities requested by the Committee.


13.  General conditions 

The Committee reserve the right to cancel, suspend and/or modify the Program, or any part of it, if any fraud, technical failure or any other unanticipated factor or factor beyond the Committee’s control impairs the integrity or proper functioning of the Program, as determined by the Committee at their sole discretion.
The Committee reserve the right, without liability, to amend these Terms and Conditions at any time, including the rights or obligations of Participants, the Committee and the Panel. In such event, the Committee will post the amended Terms and Conditions on the Website.
Should any provision of these Terms and Conditions be, or become, illegal or unenforceable, such illegality or unenforceability shall leave the remainder of these Terms and Conditions unaffected and valid. The illegal or unenforceable provision shall be replaced by a valid and enforceable provision that comes closest and best reflects the Committee’s intention in a legal and enforceable manner with respect to the invalid or unenforceable provision.
By entering, each Applicant (including all participating members of an Applicant Team) agree(s) to comply with and be bound by these Terms and Conditions and the decisions of the Committee and/or the Panel, which are binding and final in all matters relating to this Program.


14.  Privacy

Any personal data or information provided by you in the Application or collected from you during the Program is subject to the privacy policy located here.


15.  Law and Jurisdiction 

These Terms and Conditions (including any associated disputes or claims) shall be governed by English law and the parties hereby accept the exclusive jurisdiction of the English courts in relation to any dispute arising under or in connection with these Terms and Conditions.


16.  Contact us

If you have any questions or wish to send us any notice regarding this Program, please email us at dreamassembly@farfetch.com.