TERMS & SUBMISSION RULES FOR [email protected] OPEN INNOVATION PLATFORM

Who Should Apply 

Nestlé is looking for external innovators. If you are entrepreneur and/or operate a business which has proven technology around nutrition, health & wellness, a solution that’s relevant to helping consumers care for themselves and their families or an established digital marketing, mobile, content and e-commerce solution, we’d love to hear from you.

 

What You Are Agreeing To

The Terms & Submission Rules (“Terms”) below govern your use and activities on the HENRi Platform that is hosted on this Website. In order to use HENRi, you must acknowledge and accept that the present Terms govern any access and use of this Platform; the submission of any content, ideas, concepts, comments, suggestions or any other information in any area of expertise indicated (referred to as the “Proposal”) on this Platform constitutes your acceptance of these Terms. Throughout this Website, the terms "we", "us", "our" "Nestlé" and "Nestlé Group" refer to NESTLÉ S.A. and any of its affiliated companies as appropriate to the context. “You” refers to any person accessing and/or using this Platform.

  1. Registration And Submission Process

 

  1. You can sign up to the Platform by creating your own profile for your business. Fill in the form by adding your name, your email and your company name. Once you have registered your profile with us, you can manage your relationship with us through this portal.

 

  1. Through the registration process you will also be given an opportunity to sign up to a newsletter, which we may send out from time to time with relevant news and further project announcements. You are not obliged to opt-in to this communication and you will be given the chance to ‘opt-out’ when desired.

 

  1. If you wish to submit a proposal to a specific brief (“Brief”) posted on the HENRi platform (“your Proposal”), you must register by using the application form and provide additional information about your business, your proposed solution and how we can work together. This information shall be in English.The submission process is as follows:

 

  1. Browse the HENRi Website and choose a Brief for which you are ready to submit a proposal. Each project will have an application window directly mentioned in the Brief, where others like you can also submit their proposals.

 

  1. Upload your Proposal and accept the Terms. All submissions are acknowledged and viewed. All information you reveal in such discussion must be non-confidential and we will treat it as such.

 

  1. Once the application window has expired, we will enter into an evaluation period of 30 days to select up to 5 businesses for the shortlist. We will then be in touch with all successful and unsuccessful candidates to advise on our decision.

 

  1. If you are unsuccessful this time, your name and details will be added to the HENRi innovation database, where we would like to keep your references on record for potential future relationship opportunities.

 

 

 

  1. Successful candidates will be invited to pitch within about a month following our decision to add you to the short list. The arrangements for each pitch will be subject to the discretion of the Nestlé project owner for that Brief. Exact details of the pitch content will also be clarified within a reasonable timeframe from the notification and specifics of each project pitch will vary. Depending on geographical location of the pitch, we might invite you in person or through video conference (e.g. Skype).

 

  1. Following the pitch presentation, the Nestlé project owner and their decision-making executive will revert to you within about a month to notify you of the final decision.

 

  1. If you have been selected, we will follow up with you to discuss the next steps such as establishing a proof of concept test with Nestlé, determining the success criteria for the test, negotiating a formal agreement related to the development of your Proposal for Nestlé (“Pilot Agreement”) and how Nestlé will fund up the pilot with you. Note that the fund will be allocated at the discretion of Nestlé based in particular on the Brief’s objectives.

 

  1. The submission process shall terminate either through the opportunity to enter into a Pilot Agreement or the information that we unfortunately do not see any possibility for a partnership.

 

  1. To avoid any misinterpretations, you understand and acknowledge that Nestlé may have present or future initiatives or opportunities, including with third parties, involving products or technologies that are substantially similar to, or that may compete with, one or more products or technologies submitted by you.

 

  1. You agree that nothing in these Terms will be construed as a representation, warranty, covenant or inference that Nestlé will not itself develop, manufacture or market, or enter into business relationships with one or more third parties to, develop, manufacture or market, products or technologies that are substantially similar to, or that may compete with, any product or technology provided by you.

 

  1. Note that Nestlé might decide at any time of the submission process not to pursue with the Project or to re- publish a given Brief for additional Proposals.

 

  1. Submission of Proposal

 

  1. The submission of your Proposal to Nestlé is entirely voluntary, non-confidential, gratuitous and non-committal.

 

  1. In submitting your Proposal, you grant to Nestlé a non-exclusive fully-paid up and royalty-free license to share your Proposal within the Nestlé Group or with third parties administrating the Platform and appraise its value during our review process, without any payment or other consideration of any kind, or permission or notification, to you or any third party.

 

  1. You understand that submitting a Proposal does neither entitle you to any consideration nor does it guarantee you that we will enter into a business relationship with you. Nestlé may be working on the same or a similar Proposal, may already know of such Proposal from other sources or it may have taken/will take some other action. In other words, disclosing your Proposal to Nestlé does not create any obligation upon Nestlé with regards to the use/non-use of your Proposal, unless and until Nestlé enters into a written contract with you, and then only as expressed in that contract.

 

  1. You understand that disclosure of your Proposal to Nestlé does not establish a confidential relationship or obligate Nestlé to treat the Proposal as secret or confidential. Any Proposal you transmit, upload or post to this Website will be considered non-confidential.

 

  1. Should your Proposal be the subject of a pending or issued patent or registered copyrights, you commit to disclose that fact to Nestlé.

 

  1. Nestlé may decide not to pursue your Proposal. Please note that no materials (for example photos, sketches, plans, etc.) included in or attached to your Proposal will be returned to you. This Platform is not and shall not function as an archive. We have no liability to you or any other person for loss, damage, or destruction to your content. However when you post content on the Platform, you authorize us to make copies thereof as we deem necessary in order to facilitate the posting and storage of the content on this Platform and for our internal review.

 

  1. We do not accept or consider content, information, ideas, suggestions or other materials other than those we have specifically requested within the designated submission pitches and categories of the Platform and to which the present Terms apply.

 

 

  1. Representations and warranties

In submitting your Proposal, you represent and warrant that:

  1. You are of legal age in your country of domicile, but at a minimum eighteen (18) years of age in any case.

 

  1. To the best of your knowledge, the Proposal represents your own original work, you have all necessary rights to disclose the Proposal to Nestlé and in doing so or Nestlé review and/or use of the Proposal, will not infringe upon any third parties’ rights, be it intellectual property rights or otherwise.

 

  1. Your Proposal is not covered by any confidentiality agreement you would be bound to with a third party, or any other contractual obligation preventing you to submit your Proposal to Nestlé.

 

  1. Your Proposal does not contain any personal data other than the ones you personally submitted to Us during the Registration and submission process.

 

  1. You understand and agree that Nestlé is entitled to decide at its own and entire discretion whether to pursue discussion with you with regards to a potential business relationship as to your Proposal or not.

 

  1. Use of the Website

Use of the Website and materials posted to it should not be illegal or offensive in any way. You should be mindful not to:

(a) breach another person’s right to privacy;

(b) infringe any intellectual property rights or other third parties’ rights;

(c) make statements that are defamatory (including towards Nestlé), relate to pornography, are of a racist or xenophobic nature, promote hatred or incite to violence or disorder;

(d) upload files that contain viruses or may lead to security issues; or

(e) otherwise jeopardize the integrity of the Website.

Please note that Nestlé may remove any content from the Website that it believes maybe illegal or offensive.

You are solely responsible for the content that you upload, publish or display on or through this Platform, or transmit to or share with other users.

 

Data protection

Our Privacy Notice applies to any personal data or material shared on this Website. Find out more here [link to privacy notice]

 

Content provided by Nestlé

All intellectual property rights, including copyright and trademarks, in materials published by or on behalf of Nestlé on the Website (e.g. text and images) are owned by Nestlé or its licensors. Access and use of the Platform does not grant you any rights upon such materials.

You may reproduce extracts of the Platform for your own private use (i.e. non-commercial use) provided that you keep intact and respect all intellectual property rights, including any copyright notice which may appear on such content (e.g. © 2016 Nestlé).

Nestlé confidential documents and information specific to your project brief may be shared with you during the process, especially if you are shortlisted. Such information shall be shared privately (i.e. over email correspondence) and you agree not to share these materials with third parties. We may require you to sign a specific ‘non-disclosure agreement’ (‘NDA’) in respect of these materials. This will be decided on a case-by-case basis at Nestlé’s discretion.

 

Liability

While Nestlé uses all reasonable efforts to ensure the accuracy of materials on our Website and to avoid disruptions, we are not responsible for inaccurate information, disruptions, discontinuance or other events which may cause you damage, either direct (e.g. computer failure) or indirect (e.g. loss of profit). Any reliance upon materials on this Website shall be at your own risk.

This Website may contain links to websites outside of Nestlé. Nestlé has no control over such third party websites, does not necessarily endorse them and accepts no responsibility for them, including as to their content, accuracy or function. As a result, we invite you to carefully review the legal notices of such third party websites, including keeping yourself informed of any changes to them.

You may operate a third party website and wish to link to this Website. In this case, Nestlé does not object to such linking provided that you do not suggest in any way that you are affiliated with or endorsed by Nestlé. You must not use “framing” or similar practices, and must ensure that the link to the Website opens in a new window.

 

Governing law and jurisdiction

You and Nestlé agree that any claim or dispute relating to the Website, to the use of the Platform and/or to the submission of any Proposal shall be governed by the laws of Switzerland and brought before the courts of the Canton of Vaud, Switzerland.

 

Contact us

This Platform is operated by Nestec Ltd, Av. Nestlé 55, 1800 Vevey, Switzerland.

If you have any question or comment regarding the Website, please feel free to contact us by (i) email at [email].

 

 

Copyright © February 2017Nestec Ltd.