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Collaborathon - Terms and Conditions

Innovation Associate Agreement to Participate in a Colleaga Collaborathon

 

Not a Formal Competitive Bidding Process

The Collaborathon is not a call for tenders or a pre-qualification exercise. It is intended to collect information only and to provide an opportunity for Colleaga Innovation Associates to better understand the market. The results may be used by certain solution seeking Innovation Associates to inform future procurement specifications and strategies, in the interest of generating the optimal result out of the procurement process while allowing for innovative solutions.

Notwithstanding any other term of this document that may be interpreted otherwise, it is not the intent of Colleaga Innovation Associates, nor the effect of this document, to initiate contractual relations by the provision of a Response by any Respondent to this Collaborathon.

Any response in accordance with the terms of this document or with regards to questionairres or activities conducted during the Collaborathon (a “Response”) will not be used by solution seeking Innovation Associates to pre-qualify a Respondent and will not influence the Respondent’s chances of becoming a successful proponent in a subsequent procurement opportunity. Non-response on the part of a supplier will not disqualify that supplier from participating in any subsequent, associated procurement opportunity.

Purpose

The purpose of this Agreement is to protect the interests of individuals and organizations wanting to collaborate effectively and ascertain the range of market capacity, capability, readiness and level of interest to provide solutions, in order to inform potential requirements for any future procurement process.

Participating organizations

An Innovation Associate, shall be any individual or organization, which, by agreeing to these terms, consents to participating in a Collaborathon, an innovation-driven collaborative governance structure with Colleaga.

Innovation Associates may consider themselves to one or more of:

  • Solution seeking organizations wanting to find solutions and potentially enter into a future procurement
  • Solution supplying organizations that want to supply a codesigned product or service 
  • Solution facilitating organizations that act on behalf or solution seeking or solution supplying organizations

We, Colleaga and Innovation Associates, are each responsible for appointing an Organizational Representative(s) to:

  1. Provide input on behalf of ourselves or our organizations;
  2. Personally attend meetings, unless excused or otherwise modified by agreement;
  3. Provide resources to participate in conducting the Collaborathon

Operating principles

We agree to the following set of Operating Principles for the Collaborathon:

  1. We will focus on achieving our Collaborathon objectives.
  2. Collaborating in this Colleaga Collaborathon will not restrict any of us from pursing our normal business activities.
  3. We will endeavor to build trust between us, will try not to act opportunistically and will actively seek areas of mutual benefit to achieve our objectives
  4. We will respect the communication rules set by solution seeking organizations, as specified in the challenge brief.
  5. We will support the regulatory, and reporting requirements of local, state and national governing authorities.
  6. Our collaboratives will endeavor to use open innovation best-practices and knowledge exchange as described below.

Innovation Associate Activities

We will participate in the Collaborathon Activities specified in the challenge brief.

Fiscal provisions

Unless otherwise agreed to by us, we shall not be reimbursed for any costs incurred as a consequence of entering into this agreement or for performing responsibilities under this agreement.

Intellectual Property and Confidentiality Management

We believe in open innovation and knowledge exchange.  We recognize that it will be necessary to share information with one another and shall adopt and flexible and inclusive Intellectual Property rights and confidentiality framework with the following principles:

  • We will manage intellectual property in our Collaborathon so as to maximize value and outcomes for all parties;
  • During the Collaborathon, we will work in a non confidential environment and will not exchange trade secrets
  • The rule of thumb for deciding what should constitute a protected trade secret that any of us wishes to protect from disclosure is to ask ourselves if a competitor would be surprised to know that information. If not, then consider not defining that information as a trade secret.
  • At Colleaga’s sole discretion, we may decide to execute a separate Intellectual Property and Confidentiality agreement with any innovation associate, outlining ownership, use and disclosure rules, with the following guidelines:
    • Intellectual Property Rights belonging to either  of us and/or our licensors prior to entering into this agreement remain vested in that Party and/or its licensors.
    • Collectively developed Open Access Intellectual Property will be freely available under a creative commons license
    • Where we collectively develop shared Intellectual Property under a Statement of Work, those intellectual property rights will vest with us for the benefit of each participant
    • Rights to collectively developed, individually funded work will vest in the funding Party.

We will, at all times, in respect of all matters arising from the fulfilment of the objectives of this agreement comply at our own expense with all Applicable Laws and requirements of local or other authorities that are applicable to the subject matter of this agreement

Complete agreement

This Innovation Associate Agreement to participate in a Colleaga Collaborathon constitutes the full and complete understanding and agreement of the parties.