APPLICATION TERMS
BY SUBMITTING AN ONLINE APPLICATION, YOU ARE AGREEING ON BEHALF OF YOUR ORGANIZATION (“ORGANIZATION’) TO THESE APPLICATION TERMS (“TERMS”).
Google academic research awards are open calls for applications (“Applications”) for possible research funding (“Funding”) from Google LLC, whose principal place of business is at 1600 Amphitheatre Parkway, Mountain View, CA 94043 USA (“Google”), a Google subsidiary or affiliate, or Google’s grant administration partner known as a donor advised fund (“DAF”). This is an open request for Applications and not a contest. The amount of funding, the number of organizations awarded, and the organizations selected for funding are at Google’s sole discretion. These Terms are binding on your Organization.
- ORGANIZATION ELIGIBILITY AND APPLICATION REQUIREMENTS: In order for your Organization’s Application to be considered:
- a) You must be an authorized representative of your Organization or have permission from an authorized representative to submit an Application on behalf of your Organization. b) Your Organization must:
- i) have a registered office in your country of residence. Organizations located in Crimea, Cuba, Iran, North Korea, Russia, the so-called Donetsk People's Republic (DNR) and Luhansk People's Republic (LNR), or Syria and Projects in those countries are not eligible to apply.
- ii) be a registered nonprofit charity, other nonprofit organization, public or private academic or research institution, or for-profit social enterprise company under the laws of your country iii) submit an Application through the official Application Portal at g.co/impactchallenge/aisci (“Site”);
- iv) not discriminate against any person or group of people in either hiring/employment practices or in the administration of programs and services, including on the basis of sexual orientation or gender identity
- c) If your Organization is selected to receive Funding:
- i) You represent and warrant your Organization has not agreed to engage in a business transaction with Google as a condition or requirement of receiving Funding; and
- ii) You represent and warrant you are not aware of any relationships, projects, or activities that your Organization, or any of the officers or board members on behalf of your Organization, have that create or could create a potential conflict of interest in connection with this Application
- APPLICATION PERIOD: Google will accept Applications submitted during the period stated on the Google academic research awards website (“Application Period”).
- DUE DILIGENCE: If your Organization is considered for Funding, you may be asked to provide information to supplement your Organization’s Application, such as financial statements, information regarding senior leadership and board members, additional details about the Project and other information Google deems necessary to evaluate your Organization or its Application (“Application Materials”).
- TAXES: MONETARY FUNDING TO ORGANIZATIONS ARE SUBJECT TO THE EXPRESS REQUIREMENT THAT ORGANIZATIONS SUBMIT TO GOOGLE ALL DOCUMENTATION REQUESTED BY GOOGLE TO PERMIT IT TO COMPLY WITH ALL APPLICABLE TAX REPORTING AND WITHHOLDING REQUIREMENTS. ALL CASH FUNDING WILL BE NET OF ANY TAXES GOOGLE IS REQUIRED BY LAW TO WITHHOLD. ALL TAXES IMPOSED ON FUNDING AND/OR IN-KIND GRANTS ARE THE SOLE RESPONSIBILITY OF THE ORGANIZATION. In order to receive Funding if selected, Organization must submit the tax documentation requested by Google or otherwise required by applicable law, to Google or the relevant tax authority, all as determined by applicable law. Organization is responsible for ensuring that it complies with all the applicable tax laws and filing requirements. If Organization fails to provide such documentation or comply with such laws, Google may, in its sole discretion, rescind any offer of Funding.
- License to Application Materials: For the exclusive purpose of evaluating the Application Materials, and announcing the Funding, Organization hereby grants to Google and its affiliates, partners, and representatives a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display all materials submitted in the Application Materials.
To help Google with its review of your Application, Google may disclose your Application Materials to its employees, consultants, agents and other third parties, so do not include any confidential or proprietary information in your Application Materials. Your Application Materials and ideas contained in them may become public and others exposed to your ideas, including but not limited to Google, may be working on similar ideas or technology now or in the future.
- PRIVACY: Your Organization agrees that your personal information, and the information provided about other points of contact, and the information provided about other points of contact and Organization’s information provided in the Application Materials, including name, mailing address, phone number, and email address may be processed, stored, shared and otherwise used within the context of the Application review process and Funding administration. Such information may also be transferred to countries outside the country of Organization's incorporation. Such other countries may not have privacy laws and regulations similar to those of the country of Organization's incorporation.
You have the right to access, review, rectify or cancel any personal data held by Google in connection with the Application by emailing Google at research-awards@google.com. All personal information you provide in the Application Materials is subject to Google’s Privacy Policy, located at: https://policies.google.com/privacy.
- WARRANTY: You warrant that you are acting within the scope of your authority as an employee, officer or director of the Organization, and that you have the authority or that the Organization has consented to you submitting an Application on its behalf. You further warrant that your actions do not violate your Organization’s policies and procedures. Organization warrants that it has the rights and licenses to the information contained in the Application Materials necessary to grant the limited licenses contained in these Terms and that the Application Materials do not contain any proprietary or confidential information.
- NOT AN OFFER OR CONTRACT OF EMPLOYMENT: Under no circumstances will the submission of an Application, offer or acceptance of Funding, or anything in these Terms be construed as an offer or contract of employment with either Google or its agents. Your Organization acknowledges that it has submitted its Application voluntarily and not in confidence or in trust. Your Organization acknowledges that no confidential, fiduciary, agency or other relationship or implied-in-fact contract now exists between your Organization and Google and that no such relationship is established by your Organization’s submission of an Application under these Terms.
- FORUM AND RECOURSE TO JUDICIAL PROCEDURES: Except as prohibited by applicable law, these Terms are governed by, subject to, and construed in accordance with the laws of the State of California, United States of America, excluding all conflict of law rules. If any provision(s) of these Terms are held to be invalid or unenforceable, all remaining provisions hereof will remain in full force and effect.
- ARBITRATION: Except as prohibited by applicable law, by submitting an Application, your Organization agrees that exclusive jurisdiction for any dispute, claim, or demand related in any way to your Organization’s Application will be decided by binding arbitration. All disputes between your Organization and Google of whatsoever kind or nature arising out of these Terms, must be submitted to Judicial Arbitration and Mediation Services, Inc. (“JAMS”) for binding arbitration under its rules then in effect in the San Jose, California, USA area, before one arbitrator to be mutually agreed upon by both parties. The parties agree to share equally in the arbitration costs incurred.
- LIMITATION OF LIABILITY. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, NEITHER GOOGLE NOR ITS EMPLOYEES, INTERNS, CONTRACTORS AND OFFICIAL OFFICE-HOLDERS OF GOOGLE, SUBSIDIARIES, AGENTS AND AFFILIATES (“SPONSOR”) WILL BE LIABLE FOR ANY LOST REVENUE, LOSS OF GOODWILL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL LOSSES (WHETHER OR NOT FORESEEABLE) OR CONTEMPLATED BY THE PARTIES AS OF THE DATE ORGANIZATION SUBMITS AN APPLICATION. GOOGLE AND EACH OF THE OTHER SPONSOR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT IS LIMITED TO US$10,000. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS LIABILITY FOR: (i) DEATH OR PERSONAL INJURY RESULTING FROM GROSS
NEGLIGENCE OR INTENTIONAL MISCONDUCT; OR (ii) FRAUD OR FRAUDULENT MISREPRESENTATION.
- WAIVER. To the fullest extent permitted by law, Organization forever waives, releases, and discharges any and all claims, demands, actions, and causes of action, whether related to breach of contract, infringement of Intellectual Property Rights, unauthorized trade secret use or disclosure, violation of law (including privacy) or tort claim (including negligence), against Google and the other Sponsors in connection with Organization’s Application Materials. ORGANIZATION EXPRESSLY WAIVES AND RELINQUISH ALL RIGHTS AND BENEFITS AFFORDED BY SECTION 1542 OF THE CALIFORNIA CIVIL CODE WHICH PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXISTS IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM AND HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
- COVENANT NOT TO SUE. To the extent permissible under applicable law, Organization covenants not to sue, assert or bring any claim against Google or the other Sponsors based in any part on the Organization’s Application Materials as permitted by these Terms.
- INDEMNITY. To the extent permissible by applicable law (and if Organization is a public university funded by the government, to the extent permissible by university policy), Organization will defend and indemnify Google and the other Sponsors against all liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any allegation or third-party legal proceeding arising from (a) a breach of the warranties in Section 7, (b) any misrepresentation made by the Organization in connection with the Application Materials; (c) any non-compliance by the Organization with these Terms; (e) acceptance, possession, misuse or use of any Support; (f) infringement of any copyright, trademark, trade dress, patent or other intellectual property right, disclosure of trade secrets, violation of publicity or privacy, including defamation; (g) violation of law, or (h) tort claim (including negligence). Google has the right to approve controlling counsel. Such approval will not be unreasonably withheld (and which approval may be withheld or withdrawn if there is a conflict of interest). Google may appoint its own noncontrolling counsel, at its own expense. Any settlement requiring Google to admit liability, pay money, or take (or refrain from taking) any action, will require Google’s prior written consent, not to be unreasonably withheld, conditioned, or delayed.
- MISCELLANEOUS. All legal notices must be in English, in writing, and addressed to the other party’s primary contact, which for Google is legal-notices@google.com. These Terms represent all terms and conditions agreed between the parties and cancels and replaces all other agreements between the parties relating to its subject matter.