Terms & Conditions

Terms & Conditions

Last Update: April 17th, 2019

1. Ownership of the Platform

This website is owned and operated by Taikai, Lda., a company registered with the Portuguese Companies Registry under no. 515012718, having its registered office at Rua Alvaro Ferreira Alves, nº 29, r/c dto, 4100-038 Porto and with a share capital of € 101,00 ("Taikai," “we” or “us”).

2. Subject

Taikai provides an innovation platform service accessible at www.taikai.network (“Website”), which allows businesses and organizations looking for innovative ideas for problems and challenges to connect with innovators.

These Terms and Conditions (T&Cs) govern your access to and use of the Website and its Services.

By opening an account on the Website, you must tick a box, and confirm that you have read and accepted these T&Cs, which form a legally binding contract between you and Taikai. All contracts made through the Website are electronic, pursuant to Article 26 of Decree-Law 7/2004, of 7 January, and Article 3 of Decree-Law 290-D/99, of 2 August. If you are not willing to enter into an electronic contract, unfortunately, we will not be able to provide you our Services.

If you wish to participate in a specific Challenge, you will be accepting the rules applicable to the specific Challenge.

Please read the following carefully. If you do not accept these T&Cs, do not use the Website. We recommend that you keep a copy of these T&Cs in a durable format so that you can check them whenever you wish.

3. Definitions

In this document,

“Account” means the account that must be created for a Website user to become an Innovator and access the Services offered by the Website;

"Brief" means the concise statement of the instructions and guidelines for a Challenge prepared by an Organization;

"Challenge" means an invitation for Projects to solve a specific problem or challenge issued by an Organization, who may offer an award for the winning Projects submitted via the Website by an Innovator registered to participate in the Challenge, and in accordance with the Challenge Rules;

“Challenge Rules” refers to the rules applicable to a Challenge and which are binding between the Organization and each Challenge participant. In the event of discrepancies or contradictions with the T&Cs, the Challenge Rules shall apply;

“Community” refers to all Innovators of the Website;

“Projects” all submissions, original ideas, documents, Briefs or other materials (such as presentations, videos, etc.) uploaded to the Website by Innovators in response and as a solution to a specific Challenge;

“Innovator” means any private individual, legal entity, company or business, with full legal capacity having an Account on the Website for professional use and with the intention of participating in Challenges;

“Intellectual Property Rights” means all the following ownership legal rights, worldwide, whether registrable or unregistrable, and whether registered or unregistered, with respect to any designs, trade secrets, copyrights, works of authorship, neighbouring rights, mask works, Know-how, Software and all the industrial rights, such as trademarks, industrial designs or patents;

“Services” means all products, services, content, features, technologies or functions delivered by Taikai via the Website; and

"Organization" means the company or other organization that creates and posts a Challenge to Innovators via the Website.

4. Opening an Account

A. Conditions

You must be 18 years or older with full legal capacity in accordance with Portuguese law to use our Services, and by opening an Account you declare that you meet this condition.

You confirm that you have authority to bind any business or entity on whose behalf you use our Services, and that business or entity accepts these T&Cs.

We do not check your legal capacity. We are not liable for any consequence deriving from a user’s lack of legal capacity.

Registration on the Website is free of charge.

B. Creating an Account

The Website allows Innovators to view and enroll in Challenges and to interact with other Innovators, Organizations or Taikai through email, social media and other means of communication. You can view the Overview of Challenges if you are not registered, but you cannot enroll in or participate in a Challenge without first opening an Account and becoming an Innovator.

To create your Account, you can either:

  • complete the mandatory fields in the registration form (e.g., email, username and password). An Account activation link will be emailed to you for activation and download of the T&Cs and Privacy Policy, which we recommend. Your Account is activated once you click on the link; or
  • open an Account using Github or Google Account. By using this feature, we will access, publish and retain personal data obtained from these platforms. You can delete the link between your Account and these platforms at any time. If you want to learn more, read our Privacy Policy and those of such third-party platforms.

To open an Account, you must have read and accepted these T&Cs and our Privacy Policy.

C. Accuracy of Account Information

You agree that your profile Account contains accurate and true information, and that you will update it, as needed.

D. Password

Upon registration, you will be assigned with a login and password. Your Account login and password are personal and cannot be transferred.

You are responsible for keeping your Account password confidential. We will never ask you to share these details with other persons. You must only use your own login, thereby undertaking full responsibility for any action taken using the same registration, even if by third parties, with or without your express authorization.

You agree to inform us if there is an unauthorized use of your Account or a security breach, such as loss or theft of your login information.

5. Services

The Website is an online innovation platform on which Organizations can create and post Challenges in which Innovators can participate, subject to the specific conditions of each Challenge as set out in the Challenge Rules.

As a Innovator:

  • you may access a personalized space on the Website that contains your profile, allows you to view the Challenges in which you have enrolled, and the Projects you are participating on Taikai;
  • you may register for Challenges, provided you meet the conditions of the Challenge Rules;
  • you may participate in a Challenge, individually, as a representative of a business entity, or by creating or joining a team, as specified in the Challenge Rules;
  • you may create Projects in response to a Challenge, as specified in the Challenge Rules;
  • you may retrieve the data and resources that you submitted during your participation in a specific Challenge, as specified in the Challenge Rules.

Organizations may offer awards for the winning Projects submitted by Innovators registered to participate in a Challenge, in accordance with the Challenge Rules.

Organizations are responsible for selecting and trusting a jury to assess all Projects that independently decide, in accordance with their own criteria, on the winner(s) of a Challenge. If for any reason, the Project selected is not a suitable solution according to the Challenge Rules set for that Challenge, the Organization is entitled to cancel the Challenge and the payment of its Award.

6. Content posted by you on the Website

Any information you provide on the Website, both during registration and use of the Services (such as publications, emails, Projects, etc.) is subject to the following:

  • you agree that content posted by you will be accurate and will not: (i) infringe any third party’s rights, including privacy rights, publicity rights, contract rights, Intellectual Property Rights or any other rights of any person; (ii) abuse, harass, threaten, impersonate or intimidate other users;
  • you are solely responsible for your conduct and any data, text, all the information regarding the Projects, screen names, graphics, photos, profiles, audio and video clips, links ("Content") that you submit, post, and display on the Website;
  • you must not, in the use of the Website, violate any laws in your jurisdiction (including but not limited to copyright, export control, unfair competition, anti-discrimination or false advertising laws);
  • you must not create or submit unwanted email or comments to any users of the Website ("Spam");
  • you agree that the posting of your Content on the Website does not result in a breach of contract between you and a third party;
  • you must not transmit any worms or viruses, any code of a destructive nature or any computer file or program that could interrupt, destroy or limit the functioning of any computer or network linked directly or indirectly to the Website.

Regarding Projects, you guarantee that:

  • you are the owner or authorized user of the pre-existing Intellectual Property Rights contained in your Project:
  • in the cases of the use of pre-existing and authorized Intellectual Property Rights of third parties, you will obtain all the authorizations necessary to make the disclosure of it on the Website and to convey, if necessary, the Intellectual Property Rights to the Organization, including from an employer of yours or a co-contracting party before submitting the Projects;
  • you are legally free to make the disclosure and to convey the Intellectual Property Rights being transferred to the Organization;
  • the Intellectual Property Rights regarding the Project transferred to the Organization do not have any encumbrances or charges;
  • you are not required to transfer your rights over the Project to a third party (other than the Organization) pursuant to an employment relationship or other contract;
  • you acknowledge that at any time, you may be asked to make legally binding warranties and representations to the Organization in relation to a Project or any specific information that you submit.

Violation of any of these representations and warranties will result in the termination of your Website account. You understand and agree that you are solely responsible for the Content that you publish or upload to the Website, and for the transfer of technologies or information with which you are involved. Taikai expressly disclaims any liability or responsibility thereto.

7. Innovator Rules of Conduct on the Website

There are certain rules that apply to Innovators. When using our Website, you agree:

  • to not submit to us or other Innovators, the jury, or Organizations false, misleading, malicious or fraudulent information;
  • to not post Content of a defamatory, injurious, obscene, pornographic, vulgar, offensive, aggressive, uncalled-for, violent, threatening, harassing, racist or xenophobic nature, or with sexual connotations, inciting violence, discrimination or hatred, encouraging illegal activities, or more generally content that is contrary to good morals or the purposes of the Website;
  • to not infringe the rights and image of Taikai, such as its Intellectual Property Rights;
  • to not open more than one Account on the Website or open an Account in the name of a third party;
  • to keep confidential the account login for the Website and only use your own registration, taking full responsibility for actions done using that registration, even if by third parties, with or without their authorisation;
  • to not use the Account of another Innovator;
  • to not try to bypass the Website, such as by trying to contact or send an Organization your Projects outside of the Website;
  • to not use any device, software or routine that could interfere with the proper working of the Website or which is intended to damage, interfere with, intercept or expropriate any system, data or personal information;
  • to not to take any action that imposes an unreasonable load on our Website;
  • to not assign your contractual position, or its rights or obligations, in whole or in part, to third parties without Taikai’s prior written authorisation;
  • to inform us in time and diligently about the occurrence of any and all events that might adversely affect or prevent the full and timely performance of any of the obligations arising to them out of these T&Cs;
  • to inform us in time and diligently about all the facts which may be relevant for the Services to be carried out properly, in particular, any change of e-mail and, if given, their name, address (including civil parish and postal code), tax number and phone contact details;
  • to not violate the principle of confidentiality, which may exist within the framework of a Challenge; and
  • to, more generally, not to act in a way that violates the law or breaches these T&Cs.

The failure by the Innovators to perform the obligations arising out of these T&Cs confers on us the right to be compensated in accordance with the general law.

8. Payment of Awards

Payment of Awards will be handled in accordance with the terms set forth in the Challenge. The conditions for qualifying for a particular Award shall be as described in that particular Challenge and may include a list of excluded solutions. The decision as to qualifying criteria and conditions and whether to accept a Project is entirely within the discretion of the Organization.

In the cases where Intellectual Property Rights result from the Project, the payment of the Award shall only take place after the full and valid assignment of these rights to the Organization, except where Challenge terms set otherwise. By participating in a Challenge, the Innovator understands that if the Project is selected, he/she or the participating entity must execute the necessary documentation to perfect the assignment and even after the payment of the Award, should further actions be necessary to confirm the Organization’s ownership, the Innovator shall be obligated to do so.

9. Confidentiality

You agree to defend, indemnify and hold Taikai harmless, from and against all claims, actions or demands, liabilities, and settlements, including, without limitation, reasonable legal fees, arising from your unauthorized and prohibited disclosure of confidential information.

All non-publicly available information regarding a Challenge or Project is confidential until the owner of the information authorizes its disclosure or it enters the public domain without breach of confidentiality obligations.

Notwithstanding the above, the Innovators, the Organizations and Taikai may disclose confidential information when so ordered to do so by a competent court or administrative authority, provided, if possible, reasonable prior warning is provided to the other parties and the disclosed information is limited to the minimum necessary.

10. Intellectual Property Rights

A. Innovator grant of license to Taikai

For the purposes of the Website and to enable the provision of the Services, you grant Taikai a non-exclusive license, free of charge, for the entire world and for the duration of your contractual relationship with us, to use the Content and data that you submit on the Website. Specifically, you authorize us to display, distribute, publish, reproduce, represent, adapt, use and translate any Content you provide, and to broadcast it via the Website and any other communication protocol and to share it with the public, Community and Organizations.

Taikai requires authorization to use the Content uploaded by the Innovators and other users of the Website and, therefore, the revocation of the license shall imply the cancellation of the contract with Taikai and the associated Accounts.

B. Transfer of the Intellectual Property Rights

You accept and agree that all the Intellectual Property Rights resulting from a selected Project are to be transferred to the Organization responsible for the Challenge, except where Challenge terms set otherwise.

If it is necessary to transfer Intellectual Property Rights or to file, register, submit, legalize or notarize in any government agency in the name of the Organizations in any State where the Organization is headquartered, you agree to assist it to comply with the necessary requirements.

Taikai does not have any responsibility for any those registers, legalizations or any requirements demanded by any law of any State that are necessary to transfer or acquire any Intellectual Property Rights. All of those requirements to transfer or acquire Intellectual Property Rights by the Organizations must be regulated between you and the Organizations and Taikai cannot be liable for any damages, claims, expenses or other costs that you or the Organizations incur as a result of claims related to any Intellectual Property Rights submitted by you on the Website or related to the Challenge.

C. Taikai’s IP Rights / Limited License

This Website is controlled and operated by Taikai. Taikai is the proprietor of or is authorized to the use of the software, and our materials on the Website that are not Content uploaded on the Website by you, including logos, trademarks, trade names, images, text, illustrations, audio, video files and the selection, coordination and arrangement of such materials protected by copyrights, trademarks, service marks, or other proprietary rights.

All other trademarks, service marks, and trade names used on the Website and that are not result from the Project are the property of their respective owners.

Subject to being an Innovator, Taikai grants you a non-exclusive, limited, revocable, personal and non-transferable license, to use the Website and it services, for your professional use, and in compliance with the purposes of the Website. You are prohibited from any other use or exploitation of the content of the Website without the prior written permission of Taikai. Notably, you are prohibited from:

  • reproducing, adapting, distributing, publicly representing and disseminating the Website, the Challenges and the content of the Website;
  • extracting or attempting to extract (notably using data mining robots or any other similar data collection tool) a substantial part of the data of the Website;
  • copying, modifying, creating a derivative work of, reverse engineering, reverse assembling or otherwise attempting to discover any source code (to the extent permitted by applicable law);
  • modifying or attempting to modify the Website in any manner or form, except that you have the right to modify your self-generated Content on the Website;
  • framing or utilizing framing techniques to enclose any trademark, logo, or other proprietary information (including Challenge descriptions, images, text, page layout, or form);
  • using any meta tags or any other "hidden text" with Taikai’s name or trademarks.

Any unauthorized use by you which contravenes the above terminates the license granted by Taikai.

All new versions, updates or changes to our Website, Services or related content shall be subject to these T&Cs. Taikai reserves all rights not expressly granted by the present T&Cs.

D. Remedies

If you believe that your legitimate Intellectual Property Rights have been violated by the introduction of certain content on the Website, you must notify Taikai and provide us with the following:

  • Your contact information. If the claim is on behalf of a third party, please include proof of your right to represent the third party;
  • Identification of the specific Website content that you consider is protected by Intellectual Property Rights as well as its location on the Website (indicating the URL link);
  • Accreditation of the aforementioned Intellectual Property Rights; and reasons for the supposed violation.

Taikai will collaborate with you to attempt to resolve the matter in the swiftest manner possible.

11. Role of Taikai/ Limitation of liability

Taikai does not exclude or limit its liability in any way that would make such an exclusion or limitation unlawful.

Taikai has no control over the behavior of Innovators, Organizations or other users of its Website. We do not control the information provided by others that is made available through the Website; other user’s information may be inaccurate.

By accepting these T&Cs, you acknowledge that Taikai does not control in any manner the nature, quality, legality or timing of Challenges. You agree that Taikai, in its capacity as an intermediary, does not provide any Challenges and is not a party to any agreement entered into by you and the Organization with respect to a Challenge.

Taikai has no control over, and is not responsible for, the acts or omissions of Organizations, or the quality, accuracy or legality of the Challenges. We do not endorse any Organization. Innovators act under their sole and full responsibility.

In its capacity as an intermediary, Taikai cannot be held liable if a Challenge fails to occur as intended, such as because of:

  • erroneous information communicated by the Organization in its Challenge, or by any other means, with regard to the Challenge terms;
  • cancellation or modification of a Challenge by an Organization;
  • non-payment of the prize or award by an Organization;
  • the behavior of its Innovators during, before or after a Challenge or at any other time.

We are not responsible for the content or use of any Projects, for the Innovator’s lack of success in a Challenge, for any damage caused to an Innovator by Organizations, for any damage such as financial loss, loss of business or moral damage that an Innovator may suffer through its use of the Website or by participating in a Challenge. You agree to look solely to the Organization for any claims you may have regarding information provided by the Organization. If you have a dispute with another Innovator, you hereby release Taikai from all claims of any kind arising out of such dispute.

Taikai shall not be liable to you for any damages, claims, expenses or other costs you incur as a result of third-party claims related to your use of the Services. Under no circumstances, shall Taikai be liable for any damages even if assuming that such damages have been duly proven. You agree that you will be responsible for, and at Taikai’s request, defend Taikai from third party claims arising out of information you provide to Taikai for publication or any breach by you of these T&Cs.

You agree that regardless of any statute or law to the contrary, any claim or cause of action related to your use of the Services must be filed within one (1) year after such claim or cause of action arises, or be forever barred.

12. Account suspension, restrictions of access and termination

You can terminate your contractual relations with Taikai and close your Account at any time by contacting Taikai through [email protected]. The termination takes effect immediately but may include the cancellation of your participation in ongoing Challenges.

If you (i) breach your undertakings as set out in these T&Cs and our Privacy Policy, (ii) assign your contractual position to third parties without our prior written authorisation and/or (iii) act in such a way as to cause losses to us, another Innovator or Organization of the Website or if we have genuine reason to believe that the security and integrity of Taikai, its Innovators, Organizations, or third parties are at risk, we reserve the right to:

  • immediately terminate these T&Cs binding you and Taikai; and
  • temporarily or permanently suspend your Account.

When this is necessary, you will be notified of such measure to enable you to respond. Taikai will decide, at its sole discretion, whether to lift the measures put in place.

Should it be necessary to deactivate your login to the Website, we will inform you and you should not attempt to access the account using other means.

13. Personal Data We collect and process some of your personal data.

In using and registering on the Website, you acknowledge and accept the processing of your personal data by Taikai as set out in our Privacy Notice.

14. Operation, availability and functionalities of the Platform

We shall try as far as possible to maintain the Website continually accessible. However, the access to the Website or the use of certain features may be suspended or disrupted without notice, due to technical maintenance, migration, or updates, or owing to outages or constraints linked to the network or for other technical reasons.

To improve your user experience, we reserve the right to, without prior notice, modify or suspend all or part of your access to the Website or its features, the structure and design of our Website, as well as some Services or content, at our sole discretion, temporarily or permanently. These alterations do not require your prior authorisation or notification.

We can also change the URL of the Website and when we do so you will be automatically redirected to the new URL for a reasonable period. This change does not require your prior authorization or notification.

Our Website contains links to other websites. We do not control those websites and are not responsible for their content. By including these links, we are not endorsing the material on those websites or implying any association with their operators.

16. Modification of the T&Cs

These T&Cs and the documents integrated by reference express the entire agreement between you and Taikai relative to your use of the Website and the Services.

Taikai may modify these T&Cs to adapt to its technological and commercial environment, and to comply with the law. Any modification to these T&Cs will be published on the Website with mention of the effective date, and you will be notified by Taikai before the changes take effect.

17. Computer Viruses

These T&Cs and the documents integrated by reference express the entire agreement between you and Taikai relative to your use of the Website and the Services.

Taikai may modify these T&Cs to adapt to its technological and commercial environment, and to comply with the law. Any modification to these T&Cs will be published on the Website with mention of the effective date, and you will be notified by Taikai before the changes take effect.

18. Applicable law and dispute resolution

These T&Cs shall be interpreted in accordance with Portuguese Law, and the Porto Judicial District Court is hereby established as the venue before which any litigation arising therefrom shall be discussed, with express waiver of any other.

These T&Cs will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto.