Terms and Conditions (Accelerator Programme)

INTRODUCTION

William Hill and investment fund and innovation specialist, L Marks Ltd, have come together to create “WH Labs”, an accelerator programme designed to connect William Hill with the most promising start-up companies in the gaming and betting industry. WH Labs will hand-pick 8 individuals or teams, inviting them to participate in a 12 week business accelerator program. The start-ups will be challenged to develop products and services that will shape the William Hill gaming and betting experience of the future. For 12 weeks they will be housed in an environment designed entirely for their businesses’ rapid growth and success. There, they will develop solutions for William Hill for the opportunity to gain capital investment from William Hill and L Marks and a contract from William Hill.

Participation in the Programme constitutes Contestants’ full and unconditional agreement to these Terms & Conditions and to the Organisers’ decisions, which are final and binding in all matters related to the Programme. Participating in the accelerator programme and (if the organisers choose to offer one) winning a Prize (as further defined in clause 13 below) is contingent upon fulfilling all requirements set forth in these Terms & Conditions and entering into further agreements.

 

TERMS AND CONDITIONS

1. ORGANISERS

Reference to the “Organisers” means:

 

1.1

“Administrator”

L Marks Ltd.

20 Broad Lane,

Hale,

Altrincham,

Cheshire,

WA15 0DF

 

1.2

“William Hill”

WHG (International) Limited

6/1 Waterport Place

Gibraltar

GX11 1AA

2.   WH Labs COMMITTEE

The WH Labs Committee is defined as the team of individuals from William Hill and L Marks Ltd convened to create and preside over the running of WH Labs.

3.   WH Labs PANEL

The WH Labs Panel is defined as the team of individuals appointed to a) judge Participants’ applications and pitches and b) mentor Participants during the WH Labs accelerator, and will include one or more independent judges.

4.   PROMOTER

The Promoter of this programme is William Hill. The registered office address for William Hill is set out in clause 1.2 above but all correspondence in respect of this programme for the attention of the Promoter should be marked “WH Labs Programme” and sent care of the Administrator at the address set out in clause 1.1.

 

5.   PROGRAMME DATES

Applications Open: 23/06/2015

Applications Close: 26/07/2015

Pitchers Announced: 14/08/2015

Pitch-Day 1: 02/09/2015

Finalists announced: 11/09/2015

Accelerator Commences: 21/09/2015

London-Tel Aviv Exchange Week: 26/10/2015-31/10/2015

Accelerator Ends: 11/12/2015

Internal Demo Day: 07/01/2016

Showcase Dinner/ Winners’ Announcement: 08/01/2016

6.   ELIGIBILITY

a.         The Programme is open to:

i.          individuals or teams of individuals of all ages, provided the individual is (or, in the case of a team, all individuals in the team are) at least 18 years of age. International applicants who are invited to the UK to participate in Pitch Days, or in the WH Labs accelerator, may be subject to UK or Israel visa restrictions and are responsible for ensuring that they are able to take part in the accelerator and the planned London-Tel Aviv exchange week. International applicants who are invited to the UK must also be prepared to pay travel costs associated with their trip. At its discretion, WH Labs may pay travel costs for international applicants; and

ii.          corporations (including not-for-profit corporations and other non-profit organisations), limited liability companies, partnerships, and other legal entities where the directors, shareholders and employees are at least 18 years old; (“Participants”).

b.         Participants must own or have access, at their own expense, to a computer, an Internet connection and any other electronic devices, documentation, software or other items a Participant may deem necessary to create and enter their application.

c.         Each Participant who is a team or organisation shall appoint one individual (the “representative”) to represent it and act on behalf, including registering and entering an application, of said team or organisation. The representative must be duly authorized to submit on behalf of the team or organisation. The representative represents and warrants that he/she is duly authorized to act on behalf of the team or organisation and has read the Terms & Conditions, and that the team or organisation agrees to abide by these Terms & Conditions. The representative will ensure that each member of the team or organisation participating in entering the application, or in decisions related to the application, has read and complies with the Terms & Conditions.

d.         An individual may join more than one team or organisation, and an individual who is part of a team or organisation may also enter the Programme on an individual basis, provided they meet the eligibility requirements for individual participants.

e.         The following individuals and entities are not eligible regardless of whether or not they meet the criteria set forth above: the Administrator and its employees, members of the WH Labs committee, members of the WH Labs panel, WH Labs mentors, and any individual involved with the design, production, promotion, execution, or distribution of the programme and each member of any such individual’s immediate family or household. Employees of William Hill or William Hill group companies who do not fall into the aforementioned categories (“WH Employees”) are eligible subject to the following conditions that apply specifically to them:

       i. WH Employees must obtain their manager’s approval for the time off before they apply, and ensure their work can be covered by others if they get through.
      ii. WH Employees must state in their application that they work for William Hill, their title, their line manager’s name, and whether approval has been given.
     iii. WH Employees will get their standard salary paid during the Accelerator programme, plus relevant expenses. WH Employees will not personally receive any extra funding, although the Organisers may, for instance, fund extra freelancers to support their project during the Accelerator programme at the Organiser’s discretion.
    iv. Any intellectual property related to their application, and the ideas contained therein, will be 100% owned by William Hill.
      v. If a WH Employee’s proposal wins the programme, William Hill may at its sole discretion look to find a way to change their role in the group, to carry on developing the product, subject to discussions with their line manager and finding a suitable replacement for their old role.

7.   PROGRAMME APPLICATION PERIOD

a.         Participants may enter an application between 00:00 on 23/06/2015 and 11:59 pm 26/07/2015 (the “application period”). The Administrator’s computer is the official timekeeping device for this programme.

b.         Any application entered outside the programme application period shall be disqualified.

8.   APPLICATION

a.         Applications must fall into one of the 6 innovation categories:

 

i. Thrill of the Ride: businesses that can help William Hill to enhance the “thrill of the ride” from when a customer places a bet, through to the bet being settled, or which bring real entertainment value to the betting and gaming experience

ii.Omni channel: businesses that can harness William Hill’s digital and online assets to deliver even better experience and service to customers

iii.Technical Efficiencies: cutting-edge technology solutions that can improve William Hill’s transaction services and make them faster, more efficient and able to change rapidly- all to enhance the customer experience

iv. Player Funnel: break-through marketing solutions that can help William Hill to maximise customer experience (and thereby conversion and retention) at every stage of their journey with William Hill

v. New and relevant gaming or betting products:new and high-quality gaming products that use emerging high-growth technologies or devices to engage William Hill’s core customers with something differentiated and entertaining

vi. Surprise Us:ideas that are “left-field” but could be transformational!

 

 

b.         Applications to the programme must be submitted through the website (www.williamhilllabs.com) by going online, clicking ‘Apply’ and following the instructions.

c.         Applications are in English and must be filled out in English.

d.         Applications may be disqualified if they are:

i.          filled out in any language other than English; and/or

ii.          contain information that is not in accordance with the on-screen instructions.

e.         The application focuses on 4 areas:

i.          the Idea: Information about the Participant’s core product; what it is, how it works, why it is significant, market opportunity, go-to-market/sales strategy and competition;

ii.          the Founder(s): Information about the individual(s) who conceived the idea; their motivations, background and interests;

iii.         the team: Information about non-founding members of the team (if applicable); who they are, what their roles and responsibilities are; and

iv.         the Company: Historical and financial information about the Participant company (if applicable).

f.          Applicants are encouraged to provide links to 2 videos, no more than 60 seconds each. One video will be a product demo, the other will be a message from the Participant.

9.   GENERAL REQUIREMENTS

a.         A Participant may enter more than one application. However, each application must be, at the sole discretion of the Organisers, substantially different from the Participant’s other applications. If similar applications are received, the Organisers may require the Participant to choose one of the similar applications to enter. If an individual is a member of more than one team or organisation, the applications made by the team or organisation that the individual is part of must be substantially different from other applications the individual is involved in.

b.         An application may be rejected at the sole discretion of the Organisers for any reason, including if the application, either in part or in its entirety, is deemed to be obscene, defamatory, likely to incite violence or illegal activity, in violation of any third-party’s rights or any relevant regulations including but not limited to ASA rules on gambling, data protection and international gambling licensing regulations, or is otherwise deemed to be inappropriate.

c.         Applications must not attempt to duplicate a prior application already submitted in this Programme. The Organisers reserve the right to disqualify any application that in its opinion is a duplicate or substantially similar to another application.

d.         Applications must not violate the 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.

e.         By entering an application the Participant represents, warrants and agrees that any use of the application by William Hill, the WH Labs committee, Administrator and/or the WH Labs panel (or any of their respective partners, subsidiaries and affiliates) as authorized by these Terms & Conditions, shall not infringe upon, misappropriate or otherwise violate any intellectual property right or proprietary right including, without limitation, any registered or unregistered trademark, copyright, design rights or patent, nor any privacy rights, moral rights nor any other rights of any person or entity.

10.   WH Labs ACCELERATOR

a.         Applications to WH Labs will be put through an initial screening by the Organisers.

b.         The Organisers will select a number of applicants to attend a Pitch Day in London. It is anticipated that around 30 applicants will be selected, though the WH Labs Committee reserves the right to select more or less depending on the quantity and quality of applications received. Those who are invited to the Pitch Day will be given the opportunity to pitch their ideas to a panel. Pitches are expected to take place in 2 sessions: a morning session and an afternoon session. In the morning session applicants will be given the opportunity to pitch their idea and demo their product. After the morning session some of the applicants will be eliminated. The remaining applicants will be invited back for a Q&A during the afternoon session. The Organisers will seek to make arrangements for International applicants to attend remotely, for example by using Skype or Google Hangouts.

c.         Participants with the ideas which most impress the Organisers will be invited to participate in the WH Labs accelerator in either London or Tel Aviv (it is anticipated that 5 businesses will be selected for the London Lab and 3 for the Tel Aviv Lab but this may vary depending on the applications received. The Organisers are not obligated to invite any participants into the WH Labs accelerator if the quality of applications is not deemed high enough at the Organiser’s sole discretion). Participants who reach this stage of the Application process may be required (at the Organiser’s sole discretion) to sign a Confidentiality Agreement. Failure to enter into a Confidentiality Agreement may result in the Participant’s application being rejected.

d.         Should a successful Participant wish to accept such offer and participate in the WH Labs accelerator they will be required to enter into further documentation. This may include a requirement to set up a limited company which owns the intellectual property rights in the business idea. Participants may also be subject to criminal record checks before entering the programme.The successful Participant may also be offered the opportunity to receive investment in its business from William Hill and L Marks in consideration for a legal interest in the business. It is intended that such an offer will be by way of a Share Option Agreement (a draft is available on request to jess@lmarks.com). Participants will also be offered a sum of money (up to £25,000 equity investment per Participant) to help the Participant with any costs it may incur in taking part in the Accelerator.

e.         The detailed requirements for entering into the WH Labs accelerator are to be negotiated between the Administrator, William Hill and the Participant once an invitation has been issued, and until and unless such documentation is agreed and entered into by all parties the Participant shall not be obligated to participate in the WH Labs accelerator and the Organisers shall not be obliged to admit the Participant to the WH Labs accelerator.

f.          In order to maximise benefit from expertise and tools made available by William Hill, Participants in the accelerator (“Accelerator Participants”) are strongly advised to relocate their businesses to WH Lab’s London or Tel Aviv office-space for the duration of the WH Labs accelerator (the WH Labs Committee will determine which teams will be hosted at the London and Tel Aviv locations).

g.         Participation in hosted events, speeches and workshops during the WH Labs accelerator is mandatory for all Accelerator Participants.

h.         The accelerator will run for 12 weeks and will be split into ‘themed’ sprints. Information about the sprints will be communicated to Accelerator Participants prior to the commencement of the accelerator. During the accelerator businesses will be recorded and videos will be posted to the WH Labs website to allow William Hill partners and the public to track the programme’s progress.

i.          Internal demo day: At the end of the accelerator, the Accelerator Participants will demo their product or solution to the WH Labs panel. Demos will be recorded and uploaded to the WH Labs website. The WH Labs panel will then deliberate and must come to a unanimous decision on who the winner will be out of the selected finalists. If a unanimous decision on a winner is not reached, no winner will be selected.

j.          Showcase dinner: a dinner will be held at the end of the programme where Accelerator Participants will pitch their products one final time to an audience, which may include at William Hill’s discretion potential investors invited by William Hill and L Marks. Accelerator Participants will have the opportunity to network with investors. If a winner has been selected, this will also be announced.

11.   SELECTION CRITERIA

a. The WH Labs panel will rate the quality of all applications to the Programme using the following four (4) equally weighted criteria:

 

i. Quality of Concept - how much did you like the idea?

 

ii.Commercial Potential - how much demand is there for this product/service?

 

iii. Potential Impact on William Hill- what impact could this have on William Hill’s operations or product offering?

 

iv. Quality of the team - to what extent does this team have the potential to succeed?

12.   VERIFICATION OF POTENTIAL ACCELERATOR PARTICIPANTS AND WINNERS

a. ALL POTENTIAL ACCELERATOR PARTICIPANTS AND WINNERS WILL BE SUBJECT TO FURTHER DUE DILIGENCE WHICH MAY INCLUDE VERIFICATION OF IDENTITY, QUALIFICATIONS AND ROLE IN THE CREATION OF THEIR IDEA BY THE ORGANISERS AND DUE DILIGENCE ON THE PARTICIPANT COMPANY, INCLUDING COMPLIANCE WITH ALL RELEVANT REGULATORY AND SECURITY GUIDELINES. THE DECISION OF THE ORGANISERS IS FINAL AND BINDING IN ALL MATTERS RELATED TO THE PROGRAMME.

Participants must continue to comply with these Terms & Conditions throughout the Programme.

b. At the sole discretion of the Organisers, a Participant will be deemed ineligible if:

i. they refuse to participate in Pitch Day;

ii. the documentation referred to in clauses 10 d & e has not been agreed and executed by 07/09/2015;

iii. they are uncontactable for a period of more than 7 days; and/or

iv. any member of their team is disqualified for any other reason.

c. In the event of disqualification, the Organisers, at their sole discretion, may select an alternate Participant, or award the applicable prize to an alternate potential winner.

13.   PRIZE

The winner of the programme (if any) will be announced on the 08/01/2016 and it is the intention that they will be offered a contract to pilot their product or service with William Hill (or any company forming part of the William Hill group of companies) commencing in 2016, leading to a broader roll out if deemed successful by William Hill. William Hill and the Administrator also intend to enter into a share option agreement to acquire up to 26% of the Participant’s company, based on a valuation to be agreed between all parties prior to entering the accelerator.

Both the contract and investment will be subject to negotiation between the parties acting reasonably and in good faith.

 

The Organisers reserve the right to announce more than one winner.

14.   ENTRY CONDITIONS AND INDEMNITY

a.         Each Participant acknowledges and agrees that the relationship between the Participants, William Hill, the WH Labs committee and the Administrator is not a confidential, fiduciary, or other special relationship, and that the Participant’s decision to provide the Participant’s application to the WH Labs committee and Administrator for the purposes of this programme does not place the WH Labs committee, the Administrator, and their respective agents in a position that is any different from the position held by the members of the general public with regard to elements of the application, except as specifically provided in these Terms & Conditions. The WH Labs committee, Administrator and the WH Labs panel will not enter into nondisclosure agreements with Participants in connection with the programme.

b.         The Participant recognises that William Hill and the Administrator are separate entities which are independent of each other and that no partnership exists between William Hill and the Administrator.

c.         By entering, each Participant (including all participating members of a team or organisation) agree(s) to:

i.          comply with and be bound by these Terms & Conditions and the decisions of the Organisers and/or the WH Labs panel, which are binding and final in all matters relating to this programme; and

ii.          indemnify, defend and hold harmless William Hill, the WH Labs committee, the Administrator, and their respective parent, subsidiary, and affiliated companies and any other organizations responsible for sponsoring, fulfilling, administering, advertising or promoting the programme, and all of their respective past and present officers, directors, employees, agents and representatives from and against any and all claims, expenses, and liabilities (including legal fees), including, but not limited to, negligence and damages of any kind to persons and property, defamation, infringement of trademark, copyright, design right or other intellectual property rights, property damage, or death or personal injury arising out of or relating to a Participant’s entry, creation of application or entry of application, participation in the programme, acceptance or use or misuse of the prize (including any related travel or activity), participation in Pitch Days, participation in the accelerator and/or the broadcast, transmission, performance, exploitation or use of application as authorized or licensed by these Terms & Conditions.

15.   LIABILITY

a.         Subject to clause 15.b and 15.c, the liability of William Hill and the Administrator under this agreement is strictly limited to £100 each.

b.         Subject to clause 15.c, William Hill and the Administrators shall have no liability in connection with:

i.          any incorrect or inaccurate information, whether caused by the Organisers’ or a Participant’s electronic or printing error or by any of the equipment or programming associated with or used in the programme;

ii.          technical failures of any kind including, but not limited to, malfunctions, interruptions, or disconnections in phone lines, internet connectivity or electronic transmission errors, or network hardware or software or failure of the programme website;

iii.         unauthorized human intervention in any part of the entry process or the programme;

iv.         technical or human error which may occur in the administration of the programme or the processing of applications; and

v.         any injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from the Participant’s participation in the programme or receipt or use or misuse of any prize. If for any reason any Participant’s application is confirmed to have been erroneously deleted, lost, or otherwise destroyed or corrupted, the Participant’s sole remedy is to request the opportunity to resubmit its application, which request will be determined at the sole discretion of the Organisers if the programme submission period is still open.

c.         Nothing in these Terms & Conditions shall exclude or limit any party's liability for death or personal injury caused by its negligence, for fraudulent misrepresentation and/or for any other loss or damage the exclusion or limitation of which is prohibited by English law.

16.   PUBLICITY

a.         Participation in the programme constitutes a Participant’s consent to William Hill and the Organisers, and their agents’ use of the Participant’s name and description, including organisation name, if applicable, and the Participant’s likeness, photograph, voice, opinions, comments and/or the place of business / residence of the Participant (or individuals who contributed to the Participant’s application) for promotional purposes in any media, worldwide, without further payment or consideration for a period up until two years following the conclusion of the programme.

17.   GENERAL CONDITIONS

a.         The Organisers reserve the right to cancel, suspend and/or modify the programme, or any part of it, if any fraud, technical failure or any other unanticipated factor or factor beyond the Organisers’ control impairs the integrity or proper functioning of the programme, as determined by the Organisers at their sole discretion. The Organisers reserve the right at their sole discretion to disqualify any Participant, including if it finds the Participant to be tampering with the programme, specifically including, but not limited to, the entry or voting process (for example by using the aid of computer software programs to auto-fill entries), or the operation of the programme, or to be acting in violation of these Terms & Conditions, or in a manner that is inappropriate, unsportsmanlike, not in the best interests of this programme, or a violation of any applicable law or regulation.

b.         Any attempt by any person to undermine the proper conduct of the programme may be a violation of criminal and civil law, and, should such an attempt be made, the Organisers reserve the right to take proper legal action, including, without limitation, referral to law enforcement for any illegal or unlawful activities.

c.         The Organisers’ failure to enforce any provision of these Terms & Conditions shall not constitute a waiver of that provision. The Organisers are not responsible for incomplete, late, misdirected, damaged, lost, illegible or incomprehensible applications, or for address or email address changes of the Participant. Proof of sending or submitting will not be deemed to be proof of receipt by the Organisers.

d.         In the event of any discrepancy or inconsistency between any provisions of these Terms & Conditions and disclosures or other statements contained in any programme materials, including, but not limited to, the programme application form, programme website, advertising (including, but not limited to, television, print, radio or online ads), these Terms & Conditions shall prevail.

e.         The Organisers reserve the right, without liability, to amend these Terms & Conditions at any time, including the rights or obligations of Participants, William Hill, the WH Labs committee and the Administrator. In such event, the Organisers will post the amended Terms & Conditions on the programme website. Any amendment will become effective at the time the Organisers post the amended Terms & Conditions.

f.          All intellectual property related to this programme (excluding Participants’ products and innovations and proprietary intellectual property), including, but not limited to, trademarks, trade-names, logos, designs, promotional materials, web pages, source codes, drawings, illustrations, slogans and representations, are owned or used under license by William Hill, the WH Labs committee and/or the Administrator. All rights are reserved. Unauthorized copying or use of any copyrighted material or intellectual property without the express written consent of its owners is strictly prohibited.

g.         The Participants shall at all times act in accordance with all applicable laws in any relevant jurisdiction and continue to do so during their involvement in the Accelerator. William Hill may terminate any agreement with the Participant with immediate effect should it, in its sole discretion, deem that the Participant has contravened any applicable laws. The Organisers shall not be liable for any direct or indirect losses of the Participant arising out of any termination under this clause.

h.         Should any provision of these Terms & Conditions be, or become, illegal or unenforceable, such illegality or unenforceability shall leave the remainder of these Terms & 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 WH Labs committee’s intention in a legal and enforceable manner with respect to the invalid or unenforceable provision.

18.   PRIVACY

Any personal information collected from you when entering the Programme is subject to the privacy policy located here.

19.   PROGRAMME RESULTS

For entrants to the WH Labs accelerator, visit the programme website on or about 11/09/2015. For the programme winners, visit the programme website on or about 08/01/2016.

20.   LAW AND JURISDICTION

These Terms & Conditions (including any associated non-contractual disputes or claims) is 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 & Conditions.

21.   CONTACT US

If you have any questions or wish to send us any notice regarding this programme, please email us at whlabs@lmarks.com.