General Terms and Conditions for the Participation in XPLORE

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1. Scope of Application

XPLORE by UnternehmerTUM GmbH (“XPLORE”) offers three pre-incubation formats for early-stage technology founders: (a) XPLORE Venture Creator, a part-time program of ten (10) weeks; (b) XPLORE Market Pioneer, an intensive six-week program; and (c) XPLORE Freerider, an on-demand training and guidance offering (together, the “Programs”, each a “Program”).

These General Terms and Conditions (“T&Cs”) govern participation in the Programs and the provision of the free-of-charge services offered therein by UnternehmerTUM GmbH (“UnternehmerTUM”). 

The T&Cs apply to all teams and individuals accepted into the Program (the “Participants”). By applying to and/or participating in a Program, Participants accept these T&Cs. The current version is available on the XPLORE website and can be downloaded and printed.

2.  Scope and Allocation of Free of Charge Services 

2.1 The Programs consist of the free-of-charge services described in Appendix 1 (Service Description per Program) (the “Services”). Appendix 1 sets out the typical scope, format and intensity of each Program.

2.2 The exact set of Services to be provided to each Participant is determined at the beginning of the Program together with the XPLORE team of UnternehmerTUM based on the specific need of the Participant. 

2.3 Allocation, scheduling and delivery of Services are at UnternehmerTUM’s reasonable discretion, taking into account the Participant’s needs, Program objectives, and capacity constraints. No entitlement exists to specific mentors, sessions, time slots, or delivery formats; XPLORE may substitute equivalent Services where appropriate.

2.4 The Services provided under the Program are advisory and educational in nature, without any binding effect on the Participant. The Participant is free to accept and/or reject such advice offered, shall exercise due diligence and caution in receiving such advice, and remains solely responsible for exercising informed and independent judgment in accepting and/or rejecting any such advice.

2.5 UnternehmerTUM may involve third-party providers, external websites or resources. These are provided for convenience and information purposes only. UnternehmerTUM is not responsible for the accuracy or content of these external sites. Their terms may apply to the extent communicated.

3. Participation Conditions 

3.1 For the entire duration of the participation in the relevant Program, Participants shall:

  • Attend and actively participate in all mandatory sessions as set out in the Program Calendar (including, where applicable, preparation for and participation in the Final Pitch Event);
  • Make best efforts to use available training, coaching and networking offerings to progress their project;
  • Set goals and milestones together with the XPLORE team and regularly review progress and achievements;
  • Provide regular information on the status, progress, and success of the start-up project to the XPLORE team;
  • Promptly inform the XPLORE team of material changes (e.g., team composition, project focus, availability) that may affect participation;
  • Collaborate respectfully with other Participants, mentors and XPLORE partners;
  • Be open to actively exchange and share knowledge with other Participants;
  • Provide regular feedback to the XPLORE team regarding the Services.

3.2 In case of on-site Program activities, UnternehmerTUM may provide internet for the Participants. The Participant is solely responsible for actions in the context of internet usage. When retrieving, storing, transmitting, distributing and displaying certain content, they are subject to legal restrictions, in particular copyright restrictions. The Participant shall ensure that they observe the statutory provisions and in particular to refrain from unlawfully copying, distributing or downloading copyrighted material. The Participant shall indemnify UnternehmerTUM in case of claims being asserted against the UnternehmerTUM by third parties due to a breach of the above provision or statutory provisions, in particular - without being limited to - violations of copyright and/ or personal data protection laws (GDPR). 

3.3 Participants shall comply with all policies as made available by XPLORE (including UnternehmerTUM AI Guidelines, Garching or Colab house rules, data protection and safety policies) and with applicable laws and third-party rights. Participants remain responsible for any content they submit or generate and shall not upload or disclose personal data or confidential information of third parties without a valid legal basis or authorisation. XPLORE may update Program policies from time to time; material changes will be communicated, and continued participation after notice constitutes acceptance. In case of questions regarding the use of AI tools, Participants shall consult the XPLORE Team before applying such tools to Program work.

3.4 Repeated or material breaches of this Section 3 or the Program policies may result in (i) warnings, (ii) temporary suspension from sessions, or (iii) exclusion from the Program, each taking into account proportionality and after prior notice where reasonable.

3.5 Participants may use the official XPLORE branding to acknowledge their participation. XPLORE grants a non-exclusive, non-transferable, revocable licence to use the XPLORE name and logos solely to identify participation in the Program and in accordance with the brand guidelines provided by XPLORE. XPLORE may revoke the licence at any time for good cause.

3.6 For alumni engagement and impact reporting, UnternehmerTUM may typically contact Participants once per year; Participants may opt out at any time.

4. Intellectual Property Rights

4.1 The Participant keeps ownership of any know-how and intellectual property rights related to their business idea and any developments or results made during their time in the Program (the “IPR”). IPR includes inventions, software, designs, trademarks, copyrights, databases, and patents. Nothing in these T&Cs transfers ownership of Participant IP to UnternehmerTUM or any mentor involved in the Services.

4.2 Notwithstanding the aforementioned, in cases where Future Entrepreneurs (= individual Participants teaming up with a participating founder team as part of Venture Creator) joins and supports a participating founder team during the Program, any intellectual property developed jointly or in direct collaboration with that founder team shall be deemed to benefit the founder team. The transfer of ownership of such IPR shall be subject to a separate written agreement entered into between the Future Entrepreneur and the founder team, governing such transfer or assignment of rights. The Future Entrepreneur and the Founder Team are in charge of entering into such an agreement.

4.3 The Participant agrees to inform the XPLORE team about any existing IPR they have before starting the Program and any IPR they develop during the Program. They give the XPLORE team permission to use these IPR to the extent necessary to deliver the Services. 

4.4 The Participant is in charge of protecting their IPR. The XPLORE team or mentors might offer non-binding guidance on how to do this, but do not provide legal advice. The Participant is ultimately responsible. 

4.5 Public disclosures (including Final Pitch Event) may affect the novelty of inventions; the Participant is responsible for managing timing and content of any disclosures.

4.6 If the Participant’s business idea/ project involves working with others or using their IPR, the Participant is responsible for attaining permission and the necessary rights.

4.7 XPLORE materials and resources are provided for the personal use of Participants in developing their business ideas/ projects. Unauthorized reproduction, distribution, or use of these materials for commercial purposes is prohibited.

5. Confidentiality

5.1 "Confidential Information" includes, but is not limited to, business ideas, strategies, operational data (e.g. of a technical or business nature), operational methods, technical processes, including prototypes, and any other data or information, including templates of UnternehmerTUM shared by Participants, XPLORE team or mentors during the Program. Trade secrets within the meaning of the German Trade Secrets Act (GeschGehG) are Confidential Information.

5.2 All Participants, members of the XPLORE team, or third parties such as mentors involved in the Program are required to keep all Confidential Information secret and not to pass it on or disclose it to third parties without explicit permission. They shall keep Confidential Information protected against unauthorized access by third parties. Confidential Information may not be used for purposes other than the implementation and participation in the Program. 

5.3 The confidentiality obligations do not apply if and to the extent (a) that the information concerned demonstrably

  • is generally known or becomes generally known through no fault of the receiving party or
  • was or is lawfully obtained by the receiving party from a third party without the imposition of a confidentiality obligation, or
  • is already legally present with the receiving party or has been or will be developed independently of the cooperation; or

(b) if the disclosing party waives the confidentiality obligation in writing.

5.4 If a party is legally obliged to disclose Confidential Information, it must – to the extent permitted by law - notify the other party immediately and, if possible, before disclosure so that the other party has the opportunity to take legal action. In case of such disclosure, the disclosing party shall ensure confidentiality to the extent permitted by law.

5.5 The confidentiality obligations under this Section 5 shall survive for another two years following the termination of the participation in the Program (Section 8); for trade secrets, obligations apply for as long as the information qualifies as a trade secret.

6. Data Protection/Image Rights

6.1 Information about the collection and processing of your personal data pursuant to Art. 13 GDPR can be accessed here.

6.2 Personal data within the meaning of GDPR of the Participant will only be stored, processed, and used by UnternehmerTUM within the scope of the purpose defined by these T&Cs and for internal statistical purposes. Personal Data will not be disclosed to third parties.

6.3 Insofar as images are created as part of the Program, these are used exclusively for the internal documentation of the Program and may be published in individual cases for marketing and PR purposes in social media. The legal basis for this is UnternehmerTUM’s legitimate interest, according to Art. 6 Para. 1 f) GDPR.

6.4 By accepting these T&Cs, the Participant agrees to the production and use of images for the above-mentioned purposes. The consent is unlimited in time and place.

6.5 Furthermore, you agree that your name and email address may be passed on to companies listed below, which belong to the UnternehmerTUM network, for the purposes mentioned above:

  • UnternehmerTUM GmbH
  • UnternehmerTUM Projekt GmbH
  • UnternehmerTUM MakerSpace GmbH
  • Unternehmertum Venture Capital Partners GmbH
  • Munich Urban Colab GmbH
  • Technical University Munich (TUM)
  • TUM Venture Labs Management gGmbH.

7. Liability

7.1 UnternehmerTUM shall not be liable for any advice or the depth, extent, quality, and/or quantity of Services provided under the Program.

7.2 Notwithstanding the aforementioned, liability is mutually limited to intent and gross negligence (Vorsatz und grobe Fahrlässigkeit). 

7.3 Liability for slight negligence (leichte Fahrlässigkeit) shall be limited to the breach of an obligation that is essential for achieving the purpose of these T&Cs (cardinal duty (Kardinalpflicht)). In such cases, liability is limited to the foreseeable damage typical for this type of agreement.

7.4 To the extent permitted by law, liability for indirect or consequential damages, loss of profit, loss of business, or reputational damage is excluded; this does not apply where such damages were foreseeable and typical as a result of a breach of a cardinal duty pursuant to Section 7.2.

7.5 The aforementioned limitations do not apply in case of injury to life, body or health.

7.6 The above provisions apply mutatis mutandis to the liability of each party’s legal representatives, employees, mentors and service providers involved in the Program. UnternehmerTUM remains responsible for persons it engages in accordance with statutory rules.

8. Withdrawal/ Termination of Program Enrollment

8.1 The Participant’s enrollment in the Program will terminate upon the Participant’s graduation from the Program or in case of participating in the XPLORE Freerider program after 12 months of non-participation in any of the modules provided within XPLORE Freerider.

8.2 The right for UnternehmerTUM to terminate the Enrollment for good cause (aus wichtigem Grund) remains unaffected. “Good cause” includes, without being limited to, 

  • a breach of Section 3 (Participation Conditions) despite a written warning with a reasonable period of notice, e.g. failure to participate actively, misuse of resources;
  • a breach of Section 5 (Confidentiality);
  • a Participant has been determined to be guilty of misrepresentation in supplying the information required for selection into the Program.

8.3 Notice of termination must be given in writing.

9. Amendment Right

9.1 UnternehmerTUM may amend these T&Cs at any time.  In the event of an amendment to the T&Cs, the Participant will be informed of the amendment in writing and/or in text form within a reasonable period of time.

9.2 In cases where a change to theT&Cs is only of an insignificant nature, the Participant's consent shall be deemed to have been given unless the Participant objects to the change within 4 weeks of receiving notification of the change.

9.3 In cases where a change to the T&Cs involves far-reaching changes affecting the basis of the legal relationship between the parties, the change shall only take effect after the Participant has given their consent.

9.4 If a Participant does not give their consent to the amendment to the T&Cs within 4 weeks of receipt of the notification of amendment, UnternehmerTUM is entitled to terminate the participation in XPLORE.

10. Final Provisions

10.1 Should individual provisions of these T&Cs be or become invalid, this shall not affect the validity of the remaining provisions.

10.2 These T&Cs shall be governed by the law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods. The statutory provisions on the restriction of the choice of law and on the applicability of mandatory provisions, in particular of the state in which the Participant has his or her habitual residence, if he or she is to be legally regarded as a consumer, shall remain unaffected.

10.3 The place of jurisdiction for all disputes arising from enrollment in the Program is Munich, provided that the Participant is a merchant, a legal entity under public law or a special fund under public law.

Appendix 1: Service Description per Program

XPLORE Venture Creator:

As part of the XPLORE Venture Creator program, UnternehmerTUM provides Participants, in such manner as it deems appropriate, with services such as, for example

  • elaboration of the core technological elements of the startup project
  • identification of target markets through market and competitor analysis, and recognition of new and viable market opportunities
  • creation of a customer-centric value proposition for the startup project
  • provision of insights on intellectual property, business modeling, sales, pricing, and organizational growth
  • facilitation of focus group interviews and crystallization of customer benefits
  • support in implementing strategies for productive team culture and team development
  • fostering of ongoing exchange among founders participating in the Program
  • support in creating a pitch deck, pitch training, and pitching in front of experts and mentors
  • facilitation of access to a network of potential customers, experts, mentors, and investors

XPLORE Market Pioneer

As part of the XPLORE Market Pioneer program, UnternehmerTUM provides Participants, in such manner as it deems appropriate, with services including support in:

  • Creating a strong value proposition design for the primary business use case incl. quantified metrics
  • Identify the right Go-To-Market Strategy for first, early or pilot customer project
  • Setting up a pilot customer collaboration that includes enough value that the startup gets back from the pilots
  • Define a clear channel strategy where the channel is a function of product and target customer
  • Crafting a solid funding strategy if funding is part of the next 12 to 24 month roadmap
  • Improving the pitch skills on storytelling, pitch deck insights and body language
  • Implementing pricing strategies in the times of AI as a value component and competitive advantage
  • Connect with peers and experts in the batch, UnternehmerTUM and the local ecosystem

XPLORE Freerider

XPLORE Freerider is a flexible, modular pre-incubation program designed for early-stage technology entrepreneurs, particularly those at the intersection of academia and entrepreneurship.⁠ It provides online training modules covering team development, customer discovery, legal insights, finance, and business development. 

Unlike the other XPLORE programs, XPLORE Freerider operates without fixed batch schedules, allowing Participants to engage at their own pace with services such as, for example

  • elaboration of the core technological elements of the startup project
  • identification of target markets through market and competitor analysis, and recognition of new and viable market opportunities
  • creation of a customer-centric value proposition for the startup project
  • provision of insights on intellectual property, business modeling, sales, pricing, and organizational growth
  • facilitation of focus group interviews and crystallization of customer benefits
  • support in implementing strategies for productive team culture and team development
  • support in creating a pitch deck, pitch training, and pitching in front of experts and mentors