CBRE PropTech Challenge

Terms and Conditions

CLIMATE CHALLENGE (1^ST EDITION)

CBRE & AZORA

TERMS & CONDITIONS FOR THE APPLICANTS

1) ORGANIZING COMPANIES AND PURPOSE OF THE CLIMATE CHALLENGE

Organizing Companies

CBRE Real Estate S.A., with registered office at Paseo de la Castellana 202, planta 8ª, 28046 Madrid, and with Tax ID No. A-28339471, hereinafter “CBRE” together with AZORA GESTIÓN, S.G.I.I.C., S.A.U., with registered office at Calle Villanueva 2C, Escalera 1, Planta 1, Puerta 7A, 28001 Madrid, and with Tax ID No. A-86396470, hereinafter “AZORA”; jointly organize the first edition of the CLIMATE CHALLENGE, hereinafter referred to as the “Challenge”.

CBRE and AZORA will be jointly referred to as the “Organizing Companies”.

The Organizing Companies are pleased to inform all interested applicants that wish to participate in the Challenge, about the Terms and Conditions of the Challenge, hereinafter referred to as the “T&C”.

Purpose of the Climate Challenge

The Challenge is an initiative of the Organizing Companies which aims to identify and promote innovation in the decarbonization of real estate by identifying commercially viable yet disruptive climate solutions related to climate change mitigation, adaptation and decarbonization of real estate assets in cities.

The main objective of the Challenge is to seek digital and innovative ideas with proven business models that offer sustainable solutions across two (2) main verticals: (1) urban solutions, and (2) energy solutions.

To participate in the Challenge, applicants are required to send their applications through an open innovation platform (hereinafter the “Platform”). The Platform will serve as the sole point of contact between the Organizing Companies and the applicants.

The Platform will be continuously accepting applications for the Challenge during the Application Period via the following URL: https://www.cbre.es/en-gb/eventos/proptech-challenge

For any inquiries or further information, please refer to the Platform.

2) APPLICANTS

The Challenge invites applications from entities offering digital and sustainability-focused solutions that yield tangible benefits to the real estate industry by facilitating its decarbonization. These solutions should actively contribute to climate change mitigation while also fostering positive impacts on society at large.

Only Projects with the following characteristics will be considered (the “Investment Criteria”):

Offer sustainable solutions across any of the two verticals:

Urban solutions: built environment decarbonization solutions, smart building technology; climatization and ventilation for real estate; water and waste treatment from real estate assets; urban mobility and logistics within the urban environment.
Energy solutions: solar-led energy management systems, clean/renewable energy sources for real estate; energy efficiency services and innovative storage solutions.

Demonstrated technology, commercial strategy and track record of revenue generation with clear visibility into future cash flows potential.
Solid customer base with industrial and commercial end-users, or government entities.
European markets as main location of operation.
Proven revenue model and positive one or two year forward EBITDA.
Normalized EBITDA up to €10 million.
Ability to unlock ROIC through organic or inorganic value creation levers.
Strong management teams with clear vision for growth in their sectors and full alignment on sustainability focused goals.

Employees and/or agents of CBRE and AZORA, as well as their immediate family members, or persons professionally associated with the Challenge in any capacity, are excluded from participating in the Challenge.

CBRE and AZORA reserve the right to request proof of eligibility from applicants at any time in order to address potential conflicts of interest.

3) THE CHALLENGE

Timing and calendar of the Challenge

Launch Date:

The Challenge will kick-off on 16 October 2023 at 9pm (CET) (the “Launch Date”).

Application Process:

Applicants may submit their applications along all the relevant documentation through the Platform (https://www.cbre.es/en-gb/eventos/proptech-challenge) from the Launch Date to 11 December 2023 at 12am (CET) (the “Application Period”).

Please note that no applications will be accepted beyond the end of the Application Period.

The Challenge is only open to applicants meeting the Investment Criteria.

Evaluation Process:

Upon the termination of the Application Period, the evaluation process will begin and shall be comprised of the following phases:

Phase 1: from 13 December 2023 to 10 January 2023

In Phase 1, the Jury will review all submitted applications and the top 25 Projects will be selected to advance to the next phase.

Phase 2: from 11 January 2024 to 07 February 2024

In Phase 2, the Jury will conduct a detailed evaluation of the top 25 Projects and only the top 5 Projects that demonstrate the highest potential for success will be selected to advance to the next and final phase.

Phase 3 (final phase): from 08 February 2024 to 15 February 2024

The top 5 Projects from Phase 2 will undergo further scrutiny, including in-depth assessments, interviews, and presentations. The top 5 Projects will have the opportunity to present their Projects in a final pitch. Phase 3 (final phase) will determine the ultimate winner[s] of the Challenge.

At the end of February 2024, the Organizing Companies will announce the winners / winner of the Challenge.

The Organizing Companies reserve the right, at their discretion, to modify the dates of the Challenge, including the suspension, delay, cancellation or modification of the duration of the Challenge (or any of its phases) at any time for any reason. Any such changes will be communicated to all applicants and will be published on the Platform.

Participation in the Challenge

To participate in the Challenge, applicants must:

Register online on the Platform and agree to the Challenge’s T&C through the following link: https://www.cbre.es/en-gb/eventos/proptech-challenge
Comply with all of the Investment Criteria.
Submit the documentation related to the Project (as defined below) specified in the next section.

Provide proof of the authenticity of the submitted documentation when applicable and as requested by the Organizing Companies and/or the Jury.

Have an internet connection and personal email account to receive notifications, connect to meetings and provide or receive any relevant documentation.

The Project

To participate in the Challenge, applicants must submit in English via the Platform:

a PDF one pager including brief overview of the Project and key information; and
a PDF document including a comprehensive business project (hereinafter, the “Business Project” or “Project”), which shall describe and include:

Project name.
Project overview: clear description of the Project.
Unique and innovative value proposition: explanation on what makes the solution unique to the market, how it addresses the client’s needs and the benefits it offers.
Definition of the potential target audience: clear definition of the Business Project’s structure, estimated market size, and identifying the target market.
Key competitors, differentiation, and competitive advantages: deep analysis of competitors and showcasing distinctive advantages.
Business model & strategy: detailed methods and go-to-market strategy used to generate revenue, including a business model canvas.
Description of the technology applied: detailed list and explanation of the techniques and tools applied to develop the Business Project
Management and team: detailed description of the team’s technical expertise and experience.
Phases and resources required for future growth: structure outlining the different stages of the Business Project, as well as a detailed description of all the resource requirements and funding needs to fill the identified niche in the market and to drive the project to grow. All the resources, funding and investment needed and included in this section must be clearly supported by detailed action plans.
Alignment with key Investment Criteria: explanation on how the solution provided by the Business Project aligns with the Investment Criteria, with supporting data and description of environmental objectives.
Expectations and results: definition and justification of the current profitability of the Business Project as well as the projected profitability for the coming years, considering realistic scenarios for the coming years.
Technology report: technical details on the technology stack employed.
An optional three (3) to five (5) minute video introducing the team and/or presenting the Business Project.
Website URL.

If a relevant Business Project is selected by the Jury (according to the procedure set out in these T&C) as one of the top Projects (i.e., top 25 Projects or top 5 Projects), in any of the phases of the “Evaluation Process” described in these T&C, applicants must submit via the Platform all additional documentation that may be requested by the Jury.

In addition to the above, applicants may be requested to present the Business Project via conference call or in person, as deemed relevant, including the final pitch. Applicants must make themselves available and provide all supporting documentation of the presentations in the format requested.

Each of the applicants guarantees all the information provided for their enrolment and participation in each stage of the Challenge is true, correct and complete, and does not infringe any third party rights.

4) SELECTION OF WINNERS (EVALUATION PROCESS)

The Jury

The jury will carefully evaluate the applications and assess the Business Projects that will progress to the subsequent phases of the Challenge. Their expert analysis and deliberation will ultimately determine the winner[s] of the Challenge (the “Jury”).

The Jury will be comprised of a minimum of 20 professionals and experts in the real estate industry, ESG, climate solutions investment professionals, and Digital and Technology.

This diverse group will include a selection of both CBRE and Azora employees, as well as external industry experts, ensuring a comprehensive evaluation process.

Winner selection

The Jury will examine all the applications submitted during the Application Period and will select the Business Projects that will progress to the subsequent phases of the Challenge, until they select the winner[s].

The Jury will only select the winner[s] from the applicants that meet the requirements expressly stated in these T&C.

The winners will be selected by the Jury based on the following criteria:

Impact on climate change reduction and decarbonization.
Innovation and scalability.
Technical and financial feasibility.
Synergy with CBRE and Azora.

In the event that none of the applicants meet the criteria stablished in these T&C, the Organizing Companies are entitled to cancel the Challenge and declare the award null and void.

5) AWARDS

Projects that are elected as winners of the Challenge by the Jury will have the opportunity to receive the following awards:

Possibility of being considered as a target company to receive investment from Azora. Details will be defined in separate negotiations between the winners and Azora.
Possibility of joining an acceleration program with CBRE and Azora to develop the Project. The program will include mentoring from CBRE and Azora professionals, together with the possibility of collaborating with CBRE and Azora by accessing its expertise, resources, and commercial network as well as leveraging on CBRE’s and Azora’s leading market position.

Details of the acceleration program will be defined in separate collaboration agreements between the winners and CBRE and Azora.

6) CONFIDENTIALITY

All the information, documentation, software, training materials and techniques submitted by applicants via the Platform shall be treated as confidential material (“Confidential Information”). The applicants undertake to uphold the confidentiality of the content of the Confidential Information from the submission of the participation in the Platform until the date of the awards ceremony.

In any case, the Confidential Information of all applicants will remain confidential for a period of two (2) years upon the termination of the Challenge.

7) DATA PROTECTION

The collection and processing of the personal data obtained from the applicants, as well the possibility of exercising their privacy rights, will be governed by the Data Privacy Policy included in Annex I of these T&C.

8) INTELLECTUAL AND INDUSTRIAL PROPERTY RIGHTS. IMAGE RIGHTS

By accepting these T&C, applicants declare and represent that:

their respective Business Projects, ideas, and any other content of the application, including but not limited to prototypes, that are submitted through the Platform are the sole product of their own work.
their respective Business Projects are (and have been) carried out without violating or usurping any third-party rights, and there is no dispute over the intellectual property rights (trademarks, patents, copyrights, know-how, trade secrets, etc.) relating to them totally or partially (“Project Content”).

By accepting these T&C, applicants undertake to hold the Organizing Companies harmless against any potential claim filed by a third party in respect of any intellectual property rights and the Project Content submitted to the Challenge (or any of its content), and hereby assume any and all liability for any cost that may arise to the benefit of such third parties, including any legal costs.

For the avoidance of doubt, any change to the ownership structure and/or development of the Business Projects that might arise as a consequence of the applicant’s participation in the Challenge shall be agreed between parties in each case.

By accepting these T&C, applicants grant the Organizing Companies a royalty free, worldwide, non-exclusive license, with the right to sublicense to third parties, for the maximum period of time permitted by the applicable laws, over their respective Business Project trademarks, commercial names, commercial trademarks, images, (“License”). The License includes, but is not limited to, the right of reproduction, distribution and communication to the public, through any means, platforms and technology.

Upon submission of the Project through the Platform, each applicant consents to the following terms:

To grant to the Organizing Companies a non-exclusive, free of cost and worldwide right, for the maximum term permitted by the applicable laws, to capture, reproduce, publish and broadcast their image and/or voice in any format, platform, network or medium; including but not limited to informative and commercial purposes and advertising through the Platform, the Organizing Companies, the Challenge and other promotions, including websites.

To be interviewed and to authorize the Organizing Companies to share their image, voice, name, surname(s) and opinions on any platform, website, presentation or any other form or media platform or networks and, if applicable, the award won. The applicant undertakes to remain available for such requests for information under the responsibility of the Organizing Companies.

Under no circumstances may the applicant claim any amounts derived from the use of the aforementioned content (images, name, opinion, voice and information) by the Organizing Companies.

By accepting these T&C, applicants agree that, in the event of becoming a winner of the Challenge, they will not request any payment whatsoever.

For the avoidance of doubt, any applicant may oppose the use and publication of his/her image at any time by means of a written communication to the Organizing Companies.

9) ACCEPTANCE OF TERMS AND CONDITIONS.

Submission of the registration form and participation in the Platform imply full and unconditional acceptance of the regulatory terms and conditions set out herein and their interpretation by the Organizing Companies.

Any breach by Applicants of the T&C contained herein shall result in exclusion from the Challenge.

Applicants shall also accept any decision made by the Organizing Companies and the Jury regarding the selection of applicants and Projects in each of the relevant phases of the Challenge and the “Evaluation Process”. The Organizing Companies reserve the right to end the Challenge at any time and/or earlier than anticipated as well as to modify the dates or the duration of any of the phases, and this shall not give rise to any liability for the Organizing Companies.

The Organizing Companies reserve the right to, at their discretion, to modify the dates of the Challenge, including the suspension, delay, cancellation or modification of the duration of the Challenge (or any of its phases) at any time for any reason. Any such changes will be communicated to all applicants and will be published in the Platform.

The Organizing Companies shall not be liable for any potential loss, damage, theft, delay or any other circumstance of force majeure, such as strikes, or any other cause beyond their control, that may affect the running of the Platform, any stage of the participation of applicants or the Challenge itself. Therefore, the Organizing Company shall not pay any compensation or indemnification as a result of these or any other causes.

Furthermore, the Organizing Companies shall not be liable for the potential consequences of events of chance or force majeure that may affect the Platform, any stage of the participation of applicants or the Challenge itself. Under no circumstances shall the Organizing Companies be held responsible and liable for mistakes in arising from or in connection with the Platform or in any stage of the participation of applicants or the Challenge itself by any other person or organization whose involvement is required for their proper functioning (including but not limited to, third party providers).

In the event that any kind of fraudulent participation in the Platform or the Challenge is detected (including but not limited to, the falsification of data, identity theft, the infringement of any intellectual property right, etc.), it will lead to the disqualification from the Challenge. In this regard, the Organizing Companies reserve the right to take legal action against any fraudulent applicant who engages in any fraudulent activity in relation to the Platform or the Challenge.

These T&C constitute the sole agreement between the Organizing Companies and applicants in the Challenge, replacing any previous agreements entered into between the parties.

Any legal dispute arising in connection with the interpretation or application of these T&C shall fall under the jurisdiction and competence of the Courts of Madrid and shall be governed by the laws of the Kingdom of Spain (Derecho común español).

The applicant hereby accepts and agrees to all the T&C.

Annex I

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